Reds draw defending champions Madrid while Man City handed tricky European assignment
Liverpool will have a glamorous return to the Champions League after being drawn against holders Real Madrid in the group stage.
Five-times European champions Liverpool will face 10-times winners face Real as well as Basle and Ludogorets - the Bulgarian side who had a fairy-tale win in the play-offs - in Group B while there was a familiar look to the draw for the three other English sides.
Manchester City have perhaps the toughest group - they will face Bayern Munich for the third time in four years - plus CSKA Moscow and Roma in Group E, while Arsenal will play Borussia Dortmund for the second year running as well as Galatasaray and Anderlecht in Group D
In Group G, Chelsea will play German side Schalke for the second consecutive season plus Sporting Lisbon and Maribor.
Real Madrid may be a daunting prospect for Brendan Rodgers' side, but Liverpool beat the Spanish giants 5-0 on aggregate in 2009 including a 4-0 hammering at Anfield.
Barcelona and Paris St Germain should dominate Group F, where they were drawn with Ajax and APOEL from Cyprus, while last season's beaten finalists Atletico Madrid are in Group A with Juventus, Olympiacos and Malmo.
Benfica, Zenit St Petersburg, Bayer Leverkusen and Monaco make up Group C while in Group H Porto, Shakhtar Donetsk, Athletic Bilbao and Belarus side BATE Borisov will battle it out.
Liverpool's opponents Ludogorets enjoyed a charmed passage to the group stage after the most unlikely of wins over Romanian champions Steaua Bucharest in the play-off.
Defender Cosmin Moti went in goal after keeper Vladislav Stoyanov was sent off and saved two shoot-out penalties to send his club into the group stage for the first time.
The 29-year-old even scored the first spot-kick himself, while still wearing his gloves, before going in goal to provide more heroics.
Ludogorets had been trailing Steaua 1-0 from the first leg but forced extra-time thanks to a stunning last-minute volley from substitute Wanderson
Group A: Atletico Madrid, Juventus, Olympiakos, Malmo
Group: B: Real Madrid, FC Basel, Liverpool, Ludogerets
Group C: Benfica, Zenit St. Petersburg, Bayer Leverkusen, Monaco
Group D: Arsenal, Borussia Dortmund, Galatasaray, Anderlecht
Group E: Bayern Munich, Manchester City, CSKA Moscow, Roma
Group F: Barcelona, Paris Saint Germain, Ajax, Aopel
Group G: Chelsea, Schalke, Sporting Lisbon, Maribor
Group H: Porto, Shakhtar Donetsk, Athletic Bilbao, Bate Borisov