Saturday 16 October 1937 at Molineux (Att 27,778)

Wolves (2) 2 (Westcott 23 25): Scott, Morris, J Taylor, Smalley, Cullis, Gardiner, Maguire, Galley, Westcott, Jones, Ashall.
Liverpool (0) 0: Kemp, Cooper, Harley, Busby, Bush, McDougal, Nieuwenhuys, Smith, Savage, Balmer, Eastham.

Referee: Mr A Clark (Southgate).
Transfer: Dennis Westcott was only in the team after the shock transfer of Gordon Clayton to Aston Villa just days before.
Landmark: Liverpool new signing Arthur Smith from Buckie Thistle makes his debut.
Position: 3rd.