The Spaniard claims the mistakes made against Roberto Mancini’s men have been taken on board as they look to book their place in this year’s FA Cup final at Sunday's clash
Goals from Yaya Toure and Carlos Tevez gave City all three points after Frank Lampard had his penalty saved by Joe Hart.
The two teams take face each other in the second FA Cup semi-final at Wembley on Sunday in front of a sell-out 90,000 crowd.
"We know what we did wrong against them in the league and we'll make sure we don't make the same mistakes," Benitez told BBC Sport.
"They're a good team in a good position in the table, and did well against Manchester United the other day. We know it will be difficult but it's a semi-final in a massive competition.
"They're a good team, a strong squad. They have a manager with experience and they have confidence at the moment. We know we'll have to do our best if we want to progress.
"In terms of two semi-finals and still in the top three we're really pleased, it’s a young squad with new players coming into the Premier League. We still need more experience, but that's getting better.
"It's still too early. We will see what happens at the end of the season, but top three, another semi-final. Not bad."
Chelsea are now facing a fixture pile-up after their run in the Europa League progressed to the semi-finals, while City have not had a match since Monday.
"It's always an advantage [to have rested]. I don't know how much," Benitez said.
"We've tried to manage our squad and we have players with some fresh legs. Hopefully we will be fine. We have too many games and we have to use the squad. Everyone has to be on their toes.
"They are doing really well. I was praising them yesterday and today."