Holders Manchester United were drawn with Scottish champions Celtic, Spain's Villarreal and Denmark's Aalborg in Thursday's draw in Monaco for this season's Champions League group phase.
United, who also won the English Premiership title, were drawn in Group E while Chelsea will meet AS Roma, Bordeaux of France and Romanian debutants Cluj in Group A.
Liverpool, who edged into the pool phase with a 1-0 win over Belgium's Standard Liege on Wednesday, will take on Spain's Atletico Madrid, Dutch champions PSV Eindhoven and Marseille of France, whom they also meet last year, in Group D.
England's other participants, Arsenal, will face a trip to Fenerbahce in Turkey, to Portugal to meet Porto and Dynamo Kiev of Ukraine in Group G.
In Group B, Italian champions Inter Milan will take on seasoned German campaigners Werder Bremen, Greek side Panathinaikos and Cypriots Anorthosis.
Barcelona, champions in 1992 and 2006, will meet Portugal's Sporting Lisbon, FC Basel of Switzerland and in Shakhtar Donetsk of Ukraine in Group C.
In Group F, serial French champions Lyon, who have yet to make a major impression in Europe despite their domestic dominance, will meet German counterparts Bayern Munich, Italy's Fiorentina and Romania's Steaua Bucharest and in Group H Real Madrid, record nine-times winners, must face Juventus, winners in 1985 and 1996, UEFA Cup holders Zenit St Petersburg and Bate Borisov of Belarus.
Ahead of the draw, Chelsea's Petr Cech was earlier voted top goalkeeper of last season's competition while skipper John Terry won the defenders accolade and Frank Lampard was named UEFA midfielder of the year to complete a club treble.
Cristiano Ronaldo got the vote as top striker after his 42-goal season haul.
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