Tim Krul comes in for another appearance in the cup between the sticks, while Reece Burke replaces Gabe Osho in central defence. With Sambi Lokonga injured, Jordan Clark comes in for his 401st career appearance.
Daiki Hashioka is involved in the squad for the first time since signing in January as a substitute, while there are three academy graduates on the bench in the shape of Joe Johnson, Zack Nelson and Axel Piesold.
City boss Pep Guardiola goes strong as Erling Haaland and Kevin De Bruyne start for the holders.
Town: Krul; Ogbene, Doughty, Mengi, Burke, Bell; Clark, Barkley; Chong, Morris, Woodrow.
Subs: Shea, Osho, Berry, Mpanzu, Hashioka, Townsend, Johnson, Nelson, Piesold.
Man City: Ortega, Walker, Stones, Ake, Kovacic, Haaland, Grealish, De Bruyne, Silva, Akanji, Nunes.
Subs: Ederson, Dias, Doku, Rodri, Alvarez, Gomez, Foden, Bobb, Lewis.
Referee: Anthony Taylor.