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Eight of his Villa Park team started in Basel and, but for a Euro suspension, Michael Carrick would probably have stayed in the team too while Javier Hernandez would have been in contention but for injuring his knee in the Midlands.
Generally, Fergie and his backroom staff have juggled their squad members around to take in their European and league commitments.
Ryan Giggs hasn't started a match since the 2 1 league win over Liverpool close on a month ago. Ji sung Park has only had one start since January and Anderson was on the bench at Tottenham after being injured for the last 10 matches.
Patrice Evra and Carrick could also be taking a well earned rest.
But of the six matches back in England they dropped points at home to City and Newcastle, despite having a collection of fresh bodies in use.
Having secured a comfortable 2 0 first leg lead in Amsterdam, Fergie felt secure enough to rest a few limbs for the Old Trafford return.
Having played for England in their friendly against Holland last week, plus the games at Norwich and Spurs, Phil Jones and Danny Welbeck might also be in need of a breather.
The Old Trafford boss has only resisted Nike Huarache Mens Black tinkering with his senior squad on one occasion so far in Europe this season.
And that juggling act almost came back to bite the Reds in the back to back Europa League matches against Ajax in the last round.
big guns rolled out, the Reds flopped in Basel.
Now the Reds manager has to decide how best to tackle Bilbao's visit.
Up front Hernandez, Dimitar Berbatov and Michael Owen could all be up for selection if Fergie wishes to freshen up his strike force.
Fergie, however, returned to his favoured XI for the Premier League trips to Norwich and Spurs with only two changes at White Hart Lane one of which was the understandable return of Wayne Rooney following his throat Nike Huarache Junior Size 5
But United scraped through by the skin of their teeth after losing 2 1 when another goal for the Dutch side would have condemned them to another embarrassing Euro KO.
Having kept breathing down City's necks with those great wins at Carrow Road and White Hart Lane, it would be criminal to falter on home turf.
Chris Smalling is expected back after suffering a head gash playing for England at Wembley.
But Fergie does have a number of players in urgent need of game time even if that theory did explode in his face against Ajax in the second leg of the previous round.
Likewise, Paul Scholes who has started the previous two league matches, is unlikely to figure against the La Liga side.
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Brazilian full backs Rafael and Fabio could be on stand by.
ï»¿up as he balances the twin demands of a push for both Premier and Europa League glory
leg lead against Athletic to take to the Basque Country next week is paramount if United want to glean success from Europe.
In the Champions League in the first half of the season United had the luxury of having an Old Trafford league game following all of their European exertions.
David de Gea's return for Anders Lindegaard as the two keepers continued their rota system was the only other change.
Sir Alex Ferguson is set for another Euro shake up of his Manchester United squad against Bilbao as he juggles the Reds twin title and Europa League challenge.
Rio Ferdinand is managing his body well at present but United wouldn't want the central defender, who is back on top form, over stretching himself on Thursday night.
In the back of Fergie's mind will be the fact that he has West Bromwich Albion at Old Trafford in the Premier League on Sunday afternoon.
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