The tournament was won by Aston Villa who overcame Chelsea in the final.

The 24 teams were sorted into six groups, where they played each other home and away in a Round-robin tournament.

The 24 teams were sorted into six groups of four, where they play each other home and away in a double round robin format.

The top-two teams from each group progressed to the knock-out stages of the competition alongside the four highest points-scoring third-place finishers.

[6] Players and teams in bold are still active in the competition: 1: ^ In January 2013 Alex Pritchard moved on loan from Tottenham Hotspur to Peterborough United.