Mansfield Town 1-2 Liverpool
A Daniel Sturridge debut strike and a controversial Luis Suarez goal were enough to send Liverpool through to the next round despite a determined second half performance from the home side.
Brendan Rodgers sent out a much changed Liverpool side from the team that beat Sunderland earlier in the week. Daniel Sturridge was also handed his Liverpool debut, despite still recovering his fitness.
But the reds still dominated from the first whistle, and it was until the 5th minute that Mansfield strung a couple of passes together.
Daniel Sturridge got off to the perfect start in the 7th minute, latching on to a fine Jonjo Shelvey through ball to cooly place the ball past the Mansfield keeper.
Sturridge could have scored an exact replica a little while later, but this time Marriot was equal to the former Chelsea man.
Both Shelvey and Downing had great chances to increase the lead themselves, but the reds ended the first half wondering how the game wasn't over.
From the start of the second half, Liverpool were on the back foot. Wave after wave of attacks, corners and long throw-ins from Mansfield had Liverpool struggling to get out of our own half.
Liverpool still had more chances, mainly from counter-attacks, and before the 60th minute, Sturridge was replaced by Luis Suarez. In the 58th minute - the reds went 2-0 up.
Suarez weaved his way in to the box and saw a rebound bounce off his arm inside the 6 yard box and into the net.
Mansfield ended the game stronger, and it was little surprise to all inside the ground when they got their deserved goal - Matt Green scoring 10 minutes from time - a player who had worked hard throughout the game.
Brad Jones was on hand to keep Liverpool in the tie with a few good saves, continuing his good form for Liverpool when called upon.
But Liverpool saw out the game to qualify for the 4th round of the FA Cup - a trip to Oldham Athletic awaits at the end of this month.