Liverpool (1-0-1) managed to escape London with a win on Sunday but if they are hoping to defeat the defending European champions on Anfield's pitch, then there will have to be a completely new mentality in the Reds lockerroom on Wednesday.
The last time Madrid came to Anfield they were sent packing after a four goal onslaught, however, it is unfortunately for the home side not so likely for that to happen this time around.
Joe Allen and Philippe Coutinho are expected to be back in the first team as it is a toss up as to whether Brendan Rodgers goes with a 4-3-3 or a 4-4-2 Diamond.
Real Madrid (2-0-0) the visitors head to Anfield knowing they have a crushing loss from several years ago to avenge and they have more than enough fire power to do so.
Gareth Bale and Sergio Ramos are both ruled out but their is not likely to be much lacking in the Madridistas attacking ability.
Liverpool XI: Mignolet: Manquillo, Skrtel, Lovren, Moreno; Henderson, Gerrard, Allen; Coutinho; Balotelli, Sterling.
Real Madrid XI: Casillas: Carvajal, Pepe, Varane, Marcelo; Rodriguez, Kroos, Modric; Isco, Benzema, Ronaldo.
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