Sami Hyypia, Djibril Cisse, Luis Garcia and Dietmar Hamann will all mist the tie and will not even make the trip to South East London. Benitez has also hinted that one or two other may join them.
Youngsters Darren Potter, Zak Whitbread and former West Ham United loanee Neil Mellor have all been included in the squad, along with Igor Biscan, Salif Diao and Josemi.
Speaking to Liverpool's official site, Benetiz said "This is a good opportunity for me to use some of the younger players. They could give us possibilities for the future."
Answering claims that his selection means that he isn't taking either Millwall or the competition seriously, Benetiz went on to say:
"Football is now a squad game and I will be calling on my squad players because we have a lot of games coming up. I do not see it has devaluing the competition. We are taking it very seriously.
"It will be a very difficult game. We must have the right attitude and mentality, and we have worked in training to ensure this. I have not saw much of Millwall, but we watched a video and will see more before the game tomorrow."