Liverpool boss Rafa Benitez is expecting a tough test against Leeds in the Carling Cup on Tuesday night.
The Reds travel to Elland Road, live on Sky Sports 2, to renew old hostilities with the Yorkshire club in an eagerly-awaited third round tie.
Benitez knows Leeds will be up for the game as they pit their wits against their former Premier League rivals.
"I believe the game will be a sell-out, and it is a surprise to me that Leeds find themselves in League One these days," said Benitez.
"Leeds will be difficult, we know they are a big club and we respect their history.
"I have been watching DVDs of their games and it is clear that their supporters are very important to them. They back their team all the time and make it tough for their opponents.
"Those fans are amazing, such loyalty and support, and that has been very apparent to me in watching tapes from last season.
"We know it will be tough. It is a massive club despite the division they are in.
"I have no doubts that this will be a very difficult match. They have quality and they are a big club with great traditions.
"They will want to win this one because of the situation they find themselves in.
"They have passion, quality and the fans are always really behind their team.
"It is a shock and disappointment for everyone to see Leeds in the position they are in now. I am aware that back in previous years, there was a big rivalry between Leeds and Liverpool.
"In those days the clubs met in cup finals, and Leeds have not forgotten those days."
Benitez has confirmed he will ring the changes to his side with a number of fringe players given a chance to impress.
However, the Spaniard is determined to field a strong side as he has set his sights on reaching this year's final at Wembley.
"We will try to manage the squad for the match and use some different players," added Benitez.
"But we want to win and get to the final. In my first season we got to the Carling Cup final and were winning with 10 minutes to go before we conceded an own goal.
"I would like to go to the final again and make amends for that defeat (by Chelsea)."
The Reds travel to Elland Road, live on Sky Sports 2, to renew old hostilities with the Yorkshire club in an eagerly-awaited third round tie.
Benitez knows Leeds will be up for the game as they pit their wits against their former Premier League rivals.
"I believe the game will be a sell-out, and it is a surprise to me that Leeds find themselves in League One these days," said Benitez.
"Leeds will be difficult, we know they are a big club and we respect their history.
"I have been watching DVDs of their games and it is clear that their supporters are very important to them. They back their team all the time and make it tough for their opponents.
"Those fans are amazing, such loyalty and support, and that has been very apparent to me in watching tapes from last season.
"We know it will be tough. It is a massive club despite the division they are in.
"I have no doubts that this will be a very difficult match. They have quality and they are a big club with great traditions.
"They will want to win this one because of the situation they find themselves in.
"They have passion, quality and the fans are always really behind their team.
"It is a shock and disappointment for everyone to see Leeds in the position they are in now. I am aware that back in previous years, there was a big rivalry between Leeds and Liverpool.
"In those days the clubs met in cup finals, and Leeds have not forgotten those days."
Benitez has confirmed he will ring the changes to his side with a number of fringe players given a chance to impress.
However, the Spaniard is determined to field a strong side as he has set his sights on reaching this year's final at Wembley.
"We will try to manage the squad for the match and use some different players," added Benitez.
"But we want to win and get to the final. In my first season we got to the Carling Cup final and were winning with 10 minutes to go before we conceded an own goal.
"I would like to go to the final again and make amends for that defeat (by Chelsea)."
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