Manager Gary O’Neil says League One Leicester City will be aiming to “leave some marks” on his Premier League side when the teams meet in round two of the Carabao Cup at Portman Road on Tuesday (KO 7.45pm).

The teams were in the same division last season having followed a similar trajectory for three years but now find themselves two leagues apart and the Foxes will no doubt be looking to cause an upset.

O’Neil, who tasted victory in his first competitive match in charge of the Blues at the weekend, Sunderland returning to the North-East following a 2-1 defeat, says he will shuffle his personnel to some degree but while still looking to win what he expects to be a difficult tie.

“Yes, but not for any reason other than that we’ve got a really strong group,” he said when asked whether he will make changes, speaking after Saturday’s match. “I’m desperate to beat Leicester, they’re going to come here and definitely try and leave some marks on us and have a right go at us.

“I know it’s Premier League against League One but it’s obviously closer than that with the journey that the clubs have been on - they were in the same league last year, they have some good players that could easily have been playing for us and now they’re playing for Leicester. So it will be a real test.

“As you saw with the subs [against the Black Cats], I trust the group, I trust everybody in the group. There will be some changes, of course, because we have a really busy week, but not changes for changes’ sake, we’re going to try and win the game on Tuesday and try and progress to the next round.”

Does he fancy a run in a competition the Blues exited at the first-round stage following a penalty shootout loss at Bromley last season?

“Always,” he insisted. “We just try and win every game. Last year at Strasbourg we were playing every three days and we had to try to figure out which competition was most important. Sometimes I forgot which game was in which competition!

“We just tried to win, so we’ll just try and win. It doesn’t bother me whether it’s a league win or cup win, I hate seeing my team lose, so we’ll just try to win.”

O’Neil progressed to the fourth round with Bournemouth in his season in charge of the Cherries and the third in both his campaigns with Wolves, Town coming from two behind to knock them out via 3-2 victory at Portman Road in 2022/23.

Tuesday’s game will give fans a chance to say their goodbyes to Wes Burns and Conor Chaplin, who left the club to join the Foxes this summer.

“It was a nice draw for that,” O’Neil continued. “Glad we’re at home and nice for Wes to be able to come back because the plan was for him to be with us this year.

“But he obviously had an offer which was really good for him and we’d never want to stand in his way after the incredible service that he gave the club, and he’ll probably get a send-off that he more than deserves.

“Obviously Conor Chaplin was incredible for the football club as well, so it’ll be nice to see them back.

“But we’re just focused on getting through to the next round and seeing how far we can go, trying to win every single football match that we play in. That’s unlikely, of course, but we’ll try and the next one is Tuesday.”

As well as that reunion, O’Neil will be facing his one-time Norwich City teammate Russell Martin, who took charge of Leicester this summer.

Martin once said that the duo were the biggest moaners in training during their spell with the Canaries.

“I had fairly high standards, I think,” O’Neil smiled. “I didn’t mean to moan, I just wanted things done properly. That’s probably why I’ve ended up sat here.

“But we played together, I know Russ, we’ve stayed in touch, I’ve followed his coaching career, he’s done unbelievably well, a fantastic job at Southampton and he will test us.

“Leicester are in League One, but they’ve got a manager who was in the Premier League recently, really recently. A good coach, good players, so it will be a real test. Leicester will definitely come and test us on Tuesday.”

Since that stint in charge of the Saints, during which time he saw them back into the Premier League, coincidentally alongside the Blues and Leicester, Martin has had a tough 123-day spell at Rangers in Scotland, becoming the Glasgow giants’ shortest-serving manager in their history.

But O’Neil is confident Martin can bounce back from that difficult period and lead Leicester back to the Championship.

“Playing against his teams is really tough,” he said. “Always well coached, always well organised, have a great style and sometimes things go against you as a manager that aren’t always fully in your control.

“I spoke about this a little bit while I was out of work, around how the club and who you work for and the direction of travel is far more important than the head coach himself.

“I don’t know Russ’s situation, I don’t know what’s gone on, really, but I know that he’s an intelligent guy and a good coach, and I expect him to do a fantastic job at Leicester.

“I think it’s a fantastic appointment from them, I expect them to be right up at the top of League One, but on Tuesday I’m desperate to try and beat him.

“I think last time we played them at Wolves, [we won] 2-0 [at home to] Southampton, but it was a tough game for us, so it will be that again.”

The Team

Second-guessing O’Neil’s team selection isn’t easy but Christian Walton may well return in goal, while Darnell Furlong seems likely to be the right-back.

One-time Leicester academy scholar Cedric Kipre could return to the heart of the defence with skipper Dara O’Shea perhaps alongside him.

Town are short on left-backs following the departures of Conor Townsend and Ben Johnson, which may see Leif Davis keep his place.

If not, new signing Abdoul Ouattara, who made his debut as a sub at the weekend, ended last season playing left-back for Strasbourg, so is an option, as are Jacob Greaves and Cameron Humphreys.

Ouattara and Humphreys may be required in midfield, however, if O’Neil looks to rest Sasa Lukic and Marcelino Nunez with Florentino Luis not being risked due to his calf issue - but with O’Neil hopeful the summer signing from Burnley will be fit for Saturday - and Jack Taylor and Azor Matusiwa both still working their way back after their end-of-season surgeries.

Kasey McAteer may well start on the right against his old club with Sindre Walle Egeli perhaps the number 10 and Jack Clarke on the left. Chuba Akpom could start as the number nine.

Jaden Philogene again looks certain to miss out having suffered an ankle issue in the friendly at Union Berlin.

Town may include youngster Tudor Mendel in their squad, the winger having been left out of the U21s at Manchester United on Tuesday.

If level after 90 minutes, Tuesday’s tie will go straight to penalties. The draw for the third round will take place on Sky Sports on Wednesday during the screening of the Preston North End-Everton tie.

The Opposition

Leicester beat Northampton Town 1-0 at home in their round one tie, Caleb Okoli, with whom Blues defender Davis tangled last season and was subsequently handed a very harsh three-game for hair-pulling, the scorer of the goal.

That opening-game victory remains the Foxes’ only win this season, their League One campaign having started with a 1-1 draw at Notts County and then continued with a 2-1 home loss to Burton Albion at the weekend having been reduced to 10 men when Oliver Skipp was sent off just before the half-hour, although when already two down.

Former Blues winger Burns pulled one back just before the break, his first goal for the club.

Burns seems a likely starter against his old club, while Chaplin could be back in the squad having missed all three games so far having suffered a minor knock in pre-season.

Martin was weighing-up whether to consider the 29-year-old for his squad for the Burton match.

“Conor has trained really well this week,” Martin said on Friday. “He is back training. We have to make a decision tomorrow. He’s an amazing person to have in and around. His energy and his leadership has been fantastic.”

Young full-back Jayden Joseph also missed Saturday’s match having suffered a foot problem in the Notts County match in which he scored his first senior goal.

After the disappointment at Burton, Martin is challenging those who he selects on Tuesday to impress him enough to keep their place for their weekend League One game away to the MK Dons.

“I expect some people to come into the team and be really hungry to stake a claim for the shirt because after today there will be opportunities,” he said following the loss to the Brewers.

“And I expect the guys that played today that are playing Tuesday to really want to put things right and feel better about themselves than they do today.”

History

Results are very evenly balanced historically with Town winning 27 games between the sides (27 in the league), Leicester 28 (26) and 22 (21) ending in draws.

The Blues are currently without a win in eight against the Foxes, four of the last six having been 1-1 draws.

Town’s most recent victory was a 1-0 home success under Mick McCarthy in March 2013 in which David McGoldrick - a future Leicester target - scored his second goal for the club. England skipper Harry Kane was in the Foxes line-up that day during his spell on loan.

That is Town’s single win in their last 13 matches against Leicester, while the teams’ only League Cup meeting was a two-legged affair in the 1996/97 season when the Midlanders won the first leg at Portman Road 1-0, before a goalless draw at Filbert Street.

The sides last met in Suffolk in March when, with the Blues on their way to promotion and Leicester closing in on their second relegation in two years, the game ended 0-0.

Patson Daka gave the visitors the lead in the 39th minute with Town having been under-par in the first half, before Walle Egeli levelled on 76 as the Blues dominated the second.

Town ended the game furious that referee John Busby had failed to award a penalty in the final moments when Kipre was felled by Hamza Choudhury.

In the preceding December at the King Power Stadium, Town were beaten 3-1 by Leicester.

Bobby De Cordova-Reid’s 25-yard strike gave the home side the lead in the eighth minute, then future Blues signing Abdul Fatawu made it 2-0 when he lofted the ball over Town keeper Walton from 15 yards inside his own half two minutes prior to the break.

Before the Blues could hit back after the restart, the Foxes made it 3-0 through Jordan Ayew on 52.

Kieran McKenna’s men kept pushing and Jens Cajuste was gifted what proved to be his only goal of the season on 71 but Town were unable to find a way back into the game.

Familiar Faces

This summer Fatawu joined Town from the Foxes for an initial £20 million following three years at Leicester - the first on loan from Sporting Lisbon - in which he had made 84 starts and 16 sub appearances, scoring 16 times.

Blues forward McAteer came through the youth ranks at Leicester having joined them aged eight and went on to make 27 starts and 29 sub appearances, scoring eight goals, before joining Town in the summer of 2025.

Town central defender Kipre was recruited to the Leicester academy as an U18, moving on three years later without having made a senior appearance.

Blues fitness coach Jon Ashton also came through the Foxes’ youth set-up before going on to make three starts and seven sub appearances prior to departing for Oxford in 2003.

Town legends Burns and Chaplin joined the Foxes this summer, the latter following his release by the Blues and a season on loan with his hometown club Portsmouth.

Chaplin made 127 Town starts and 47 sub appearances, scoring 55 times, among them some of the most important and memorable goals in the back-to-back promotion seasons, winning the Golden Boot having scored 26 in the League One success and joint-top scoring alongside Nathan Broadhead with 13 as Town finished second in the Championship in 2023/24.

Burns created many of those goals and similarly netted a number of significant and famous strikes on the way to winning three promotions, not least the trivela against Coventry which won the Championship Goal of the Season gong in 2023/24.

In total, the Welshman, who moved to the Foxes earlier this month for a nominal £75,000 fee, made 132 starts and 32 sub appearances for the Blues, scoring 30 goals in his five years at the club having been the first signing of the Gamechanger era.

Keeper Alex McCarthy, who joined the Foxes this summer having previously played under manager Martin at Southampton, spent time on loan at Town in the second half of 2011/12, making 10 appearances and impressing after a difficult start having been red-carded in his third game, a 3-1 defeat at another of his former loan clubs, Leeds.

Officials

Tuesday’s referee is Lewis Smith, his assistants Bhupinder Singh Gill and Alan Cresswell and the fourth official Alan Young.

Lancashire-based Smith has taken charge of two games so far this season, showing five yellow cards and one red.

Smith’s most recent Town match was the 1-0 home victory over Hull City in March in which he cautioned Walton, Kipre and four of the visitors.

Coincidentally, he had also taken charge of the Blues’ 2-0 win at Hull in November last year in which he yellow-carded Greaves, Cajuste and two home players.

In May 2025, he was in the middle for the 2-2 Premier League draw at Everton in which he booked Chaplin, George Hirst, Liam Delap, Sam Morsy and four Toffeemen.

Prior to that, he was in charge of the 4-3 defeat at Brentford in October 2024 in which he booked Davis and showed Harry Clarke two yellow cards and then a red with both having an element of controversy.

The first led to a penalty given by VAR with the challenge appearing to have started outside the area and the second when the defender, who was making his first Premier League start, had clearly won the ball.

Smith also took charge of the Blues in the 1-1 home draw with Fulham in August 2024 in which he cautioned Morsy, Ali Al-Hamadi and three Cottagers.

He also refereed the meeting between the Blues and Whites in the Carabao Cup tie during the previous campaign in which he booked Taylor, Marcus Harness and three of the visitors.

Smith’s only Town match prior to that was the second-round Carabao Cup tie at Reading a couple of months earlier, which the Blues won 3-1 on penalties after a 2-2 draw.

Humphreys, George Edmundson, Lee Evans and two home players were cautioned during that fixture.

Squad From

Scherpen, Walton, Palmer, O’Shea (c), Furlong, Diop, Greaves, Kipre, Davis, Ouattara, Lukic, Nunez, Humphreys, Fatawu, McAteer, Ogbene, Enciso, Walle Egeli, Mendel, Clarke, Mehmeti, Maeda, Emersonn, Akpom.

Photo: TWTD