Fellaini is out with an ankle injury sustained in a tackle with Sotirios Kyrgiakos in the Merseyside derby defeat at Liverpool on Saturday.
Early exit: Fellaini was taken off not long after the challenge from Kyrgiakos
Pienaar is suspended following his sending off in the same match.
Mikel Arteta, who replaced Fellaini at Anfield, came through unscathed and could start but Phil Neville, Jack Rodwell and John Heitinga are other midfield options.
Provisional squad: Howard, Neville, Heitinga, Distin, Baines, Senderos, Yobo, Cahill, Rodwell, Arteta, Osman, Bilyaletdinov, Coleman, Saha, Donovan, Yakubu, Anichebe, Vaughan, Duffy, Baxter, Nash.
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