A 2–0 win over Middlesbrough in the fourth round was followed by a 4–3 victory in a penalty shootout after their quarter-final match with Tottenham Hotspur finished 1–1.

Chelsea's matches were also close affairs, their only victory by more than one goal was against Newcastle United in the fourth round, which they won 2–0.

Watched by a crowd of 78,000 Liverpool scored inside the first minute when John Arne Riise volleyed a Fernando Morientes pass into the Chelsea goal.

Neither side was able to score despite a number of chances, until the 79th minute when Liverpool captain Steven Gerrard headed a Paulo Ferreira free-kick into his own net.

Despite the incident, Chelsea continued their dominance into extra-time and a goal each from Didier Drogba and Mateja Kežman gave them a 3–1 lead.

A minute later Antonio Núñez of Liverpool scored a header to reduce the deficit to 3–2, but Chelsea held to win the match and the League Cup for the third time.

Liverpool fielded a team that did not feature many of their regular starters including Steven Gerrard and Xabi Alonso.

Despite this, they won the match at Millwall's home ground The New Den, 3–0 courtesy of two goals from striker Milan Baroš and midfielder Salif Diao.

Again Liverpool manager Rafael Benítez did not field many of his first choice players, however two goals from striker Neil Mellor secured a 2–0 victory at their home ground of Anfield.

[4] Tottenham Hotspur were the opposition in the quarter-final held at their opponent's home ground White Hart Lane.

[6] The second leg at Watford's home ground, Vicarage Road finished in the same scoreline, with Gerrard again scoring the winning goal.

The last match between the two sides before the final was on 1 January 2005, when an 80th-minute goal by midfielder Joe Cole secured a 1–0 victory for Chelsea at Anfield.

Benítez was confident that playing in a cup final would be beneficial to his players: "We need experiences like this to progress, when I decided to come here I said I wanted to win trophies.

Teammate Frank Lampard was also keen to win his first trophy: "If you haven't won anything, a runners-up medal is not what you want at all."

[19] Captain Steven Gerrard and striker Fernando Morientes were expected to return to the starting line-up for Liverpool, while midfielder Xabi Alonso would miss out after breaking his leg in the last fixture between the two sides.

[22] Liverpool continued to attack and two minutes later Riise had another chance, however his shot hit Chelsea defender Paulo Ferreira.

[23] Liverpool defender Sami Hyypiä received the first yellow card of the match in the 13th minute for a challenge on Didier Drogba.

[24] Chelsea started to come into the game and they were awarded a free-kick in the 19th minute when Liverpool defender Steve Finnan was penalised for a foul on Damien Duff.

A run by Finnan in the 27th minute saw him go past Duff and defender William Gallas before he passed to Luis García, but his shot was blocked by Ricardo Carvalho.

[24] Chelsea continued to attack in an effort to score an equalising goal, but attempts by Duff and Joe Cole failed to find the target.

[24] Chelsea continued to push forward and were close to a goal in the 71st minute, but Riise cleared a Gallas after the ball was played to him by Makélélé.

[23] Liverpool had a chance to extend their lead in the 74th minute, but Gerrard was unable to score from a cross by Núñez, with his shot going wide of the Chelsea goal.

A long throw-in to the near post of the Liverpool goal was missed by Terry and Hyypiä, but Drogba beat Carragher to the ball and gave Chelsea a 2–1 lead.

However, Liverpool were unable to find an equalising goal in the remaining minutes and Chelsea won 3–2 to win the League Cup for the third time.

A 3–2 victory in a penalty shootout against Milan after the match finished 3–3 ensured Liverpool won the UEFA Champions League for the fifth time.