Liverpool striker Adam Morgan makes his first competitive start for the club while Andy Carroll has been left out of the squad as a move away from the club looks increasingly likely.
Charlie Adam, Jay Spearing and Joe Cole are also left out, with all three recently being linked with a move away from Anfield.
Stewart Downing starts at left-back, coming in for Jose Enrique after Brendan Rodgers suggested mid-week that the winger would have to be content with a full-back position if he is going to feature in the new regime.
Sebastian Coates and Raheem Sterling both drop to the bench after impressive performances against Manchester City on Sunday and are replaced by Jamie Carragher and Jonjo Shelvey.
The injured Lucas misses out with a thigh injury sustained against City last Sunday and is replaced by Jordan Henderson who receives a rare start under Rodgers.
Luis Suarez suprisingly starts, as Rodgers reisists the urge to rest the striker for the weekend.
Martin Kelly comes in for Glen Johnson who is rested ahead of the trip to Arsenal on Sunday, while Fabio Borini also starts from the bench.
Liverpool: Reina; Kelly, Carragher, Skrtel, Downing; Gerrard, Allen, Henderson; Shelvey, Morgan, Suarez.
Subs: Jones, Johnson, Enrique, Agger, Coates, Borini, Sterling.