Flanker Schalk Burger is also a doubt after he injured his knee on Friday.
But Schalk Burger is absent as he will miss the Boks' first three games after being banned for eye-gouging.
Bismarck du Plessis and Schalk Burger are also in the world champions' team.
The Springboks will also be without flanker Schalk Burger, who was banned for eight weeks for eye-gouging Lions wing Luke Fitzgerald.
Matfield was one of several world-class players originally left behind to rest in South Africa, including back-row Schalk Burger and wing Bryan Habana.
Hudson is the officer who presided over the citing hearings of South African pair Schalk Burger and Bakkies Botha after the second Test.
McGeechan said he opted for physical ball carriers among the forwards to combat the threat posed by South Africa's Bakkies Botha and Schalk Burger.
De Villiers said he had made his previous comments "based on what I know of Schalk Burger as a player, and not on what occurred".
But Gatland says no-one should be fooled by the absence of global stars such as Victor Matfield, Schalk Burger and Bryan Habana from the visitors' line-up.
The Springbok lock was cited for the incident, while his team-mate Schalk Burger was also charged following an incident in the first minute of the match.
South Africa were also guilty of greed in attack, flanker Schalk Burger blowing a great chance when he ignored the unmarked Danie Rossouw outside him by trying to go it alone.
Hopley contrasted Williams' 12-month ban with the less severe punishments handed out to South Africa flanker Schalk Burger for eye-gouging and to former Bath lock Justin Harrison for admitting three drug-related charges.
No Bryan Habana, arguably the most dangerous wing in world rugby, no Schalk Burger, no Bakkies Botha, Pierre Spies, Fourie du Preez, Morne Steyn, JP Pietersen, Jean de Villiers or Juan Smith.
But South Africa have their own injury problems with scrum-halves Fourie du Preez and Heini Adams injured, centre Meyer Bosman out after tearing a hamstring, while star flanker Schalk Burger is also absent.
Schalk Burger reduced the deficit with a late try, converted by Steyn, but it was little comfort in a comprehensive defeat and South Africa will be glad to see the back of the All Blacks as they head to Brisbane.
Coach Peter de Villiers has opted to leave the likes of Schalk Burger and Bryan Habana at home, giving Francois Steyn (Racing Metro), Joe van Niekerk (Toulon) and props CJ van der Linde (Leinster) and BJ Botha (Ulster) a chance to press claims for places at the 2011 World Cup.
The full-back's score was England's first try against South Africa in four matches but it proved scant consolation as the Springboks extended their winning run against England to seven successive matches - and it was achieved without stellar names such as Schalk Burger, John Smit, Fourie de Preez and winger Bryan Habana.
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