Ajax started their bid for European glory with a loss to Borussia Dortmund a fortnight ago and the three-time winners will be looking to get their campaign back on track against the Spanish champions.
Madrid's 3-2 triumph over Manchester City was one of the highlights of the tournament's first round of fixtures and Cristiano Ronaldo's late strike that night has put Jose Mourinho's side in pole position to qualify for the knockout stages.
Dortmund travel to the Etihad Stadium to face Man City in the other Group D match tonight.
9.40pmThat brings an end to Sports Mole's live coverage tonight. Whether you love him or hate him, the evening belongs to Cristiano Ronaldo after another hat-trick for Real Madrid.
FULL-TIMEIt doesn't look good for Ajax after their second defeat in Group D. Manchester City are their next opponents and qualification looks close to impossible for the Dutch champions.
FULL-TIMEAjax are put out of their misery as the referee brings an end to proceedings. It's a job well done for Mourinho's side as they prepare for a meeting with Barcelona on Saturday. A hat-trick from Ronaldo and a superb strike from Benzema is the difference between these two sides tonight.
92 minsChance! Benzema creates some space for himself and strikes powerfully from 25 yards to force Vermeer into a good save.
91 minsAlonso has been superb for Madrid tonight. He launches another attack but Ajax recover well to send Di Maria away from goal.
90 minsA superb passing move from Madrid is ruined when Marcelo tries to find Ozil. Ajax hanging on to avoid more embarrassment here.
88 minsAjax look resigned to defeat. Hoesen fouls Ramos out of frustration before another Madrid attack is only stopped by a poor ball from Khedira.
85 minsMadrid look happy to sit back and Ajax are still not committing players to attack. The visitors break and Ronaldo is unlucky not to turn in Benzema's cross at the near post.
84 minsThat was always the danger for Ajax, in the blink of an eye Ronaldo can take the game away from you. Just ask Manchester City.
83 minsTwo minutes of brilliance from Ronaldo confirm put the result beyond doubt. After exchanging passes with Benzema the Portugal international curls in from 20 yards to leave Vermeer with no chance. Ajax fail to recover and are immediately punished as Ronaldo breaks free before chipping the ball over Vermeer to complete back to back hat-tricks.
79 minsSubstitute Madrid could do with another goal but Mourinho looks happy to defend now as Khedira replaces Essien. It's been a good game for the midfielder on loan from Chelsea.
77 minsMarcelo somehow manages to win a free kick in the corner of the pitch, Babel looks frustrated after barely any contact.
75 minsSubstitute: Kaka's time on the pitch comes to an end and it's been a very good performance from the Brazilian. Mesut Ozil is on for the final 15 minutes.
74 minsMadrid's attacking play isn't carrying the same threat at the moment as a couple of poor passes stop two promising moves.
72 minsTo be honest, I almost forgot Babel was on the pitch tonight. A wild long range effort from the former Liverpool forward is no danger to Casillas.
71 minsSubstitute: Christian Poulsen is replaced by Fabian Sporkslede.
70 minsMourinho looks far from pleased with his players, they've let Ajax back into this game. Plenty of shouting followed by long stares from Jose.
68 minsChance! Daley Blind delivers a superb cross that travels all the way to the back post and it's Hoesen who puts his effort over the crossbar from close range. It's a massive moment in the match and Ajax could regret that miss at the end of the night.
66 minsAjax haven't been good in attacking areas, Eriksen crosses but there isn't enough players to challenge and Marcelo easily clears.
66 minsSubstitute: Ajax make their first change of the night as Daniel Hoesen comes on for the tired Sana.
65 minsBetter from Ajax as they enjoy a spell of possession on the edge of Madrid's area but the move comes to nothing.
64 minsChance! Superb from Ronaldo in midfield as he skips past a couple of challenges to release Di Maria and the substitute fires in a shot that is well saved by Vermeer.
63 minsChance! More brilliance from Kaka as his cross sets up another opportunity for Benzema but his header sails over the bar.
62 minsSubstitute: Callejon's poor night comes to an end as he is replaced by Di Maria.
61 minsAjax need to keep up the tempo and set pieces could be the way back into this match.
60 minsEriksen does take the set piece but Alonso blocks the shot and Madrid clear the danger.
58 minsEssien is booked for a handball and Ajax have a free kick from 25 yards. Time for Eriksen to to make an impact?
57 minsA deep corner seems to confuse Casillas and Moisander does well to get away from Essien to head in from five yards. It's an awful goal to concede from Madrid but a glimmer of hope for the hosts.
55 minsPoor defending from Ajax as Ronaldo is given too much space and he unleashes a powerful drive that Vermeer does well to push away.
54 minsCallejon has been quiet tonight but Alonso picks the youngster out with a superb pass but his effort is high and wide.
53 minsMarcelo playing as a winger for Madrid and his dangerous run is only stopped by a brilliant challenge from Moisander. Ajax haven't started after the break.
52 minsKaka shows some superb hunger to retrieve a lost ball and break up a promising Ajax move. We could see Mourinho rest some players soon ahead of this weekend's huge clash with Barcelona.
50 minsMadrid really are controlling the match after the break. I'm not sure if there will be a better goal tonight in Europe.
49 minsWhat a goal! I said Madrid could break and they did it superbly. Marcelo picks out Kaka who takes his time to delvier a cross towards Benzema and the French striker finishes the move with a brilliant overhead kick. Great goal and that gives Madrid some breathing space now.
47 minsSana, who looked to be struggling with an injury before the break, collects the ball but his attempts at penetrating the Madrid defence are quickly denied. Ajax then get a free kick from 35 yards out but it's a poor delivery and Madrid can break.
46 minsAjax begin the second half and they immediately lose the ball. Madrid have pressured the ball well tonight.
8.46pmBoth sets of players are coming back out from the changing rooms. Ronaldo and Alonso are deep in conversation, the Portuguese forward's goal separates the two sides as we prepare to begin the second half.
8.43pmIn the other Group D match taking place tonight, Manchester City are currently goalless with Borussia Dortmund at the Etihad Stadium.
8.39pmJack Prescott has produced a report of the first half talking points inside the Amsterdam ArenA here.
Half TimeMadrid deserve their lead at the break but they'll want more goals in the second half. Ajax have played well but their lack of an attacking threat is surely a concern for Frank de Boer.
45 minsAjax need half-time now as Madrid break again but Kaka's poor cross stops the attack. Ten attempts on target for the Spanish champions already.
44 minsThings could get worse for Ajax with Sana being forced off the field to receive treatment. Boerrigter does well to find space on the wing and his claims for a free kick after a Pepe challenge are rejected by the referee.
43 minsAjax lose the ball in midfield and Benzema storms down the left wing before firing a ball into the area. The ball is deflected into Ronaldo's path and he makes no mistake with a simple finish from close range.
40 minsBorrigter finds space to run at the Madrid defence but Ramos stands his ground to clear the danger. Ajax lacking a striker in my opinion.
38 minsBenzema is the next player to test Vermeer's reactions after good play with Marcelo but his effort is easily blocked by the in-form keeper.
37 minsChance! Ronaldo comes close to doing something very, very special. A Marcelo cross is deflected and the former Manchester United winger meets the ball perfectly on the volley but his fantastic effort sails just wide of the top corner.
36 minsChance! A beautifully wieghted cross from Kaka finds Ronaldo but the Portuguese forward directs his header straight at Vermeer. He should have done better and it's a let off for Ajax.
36 minsAjax are struggling to keep hold of Kaka as the attacking midfielder makes another surging run but his ball into the middle can't find a teammate.
35 minsThere's a stoppage in the match for the second time in a minute as two footballs go flat. Another great moment for UEFA.
34 minsEssien has a rush of blood from 30 yards and his powerful effort is blocked. Ajax defending well tonight but there's a long way to go.
32 minsEriksen not having the best of nights so far. Ajax launch a counter attack and the playmaker tries to find Babel in the middle but Ramos easily intercepts the pass.
30 minsNiklas Moisander has a great opportunity to head in at the back post but his effort is wayward and the referee awards Madrid a free kick for a foul on Casillas.
29 minsAjax have their first corner of the night as Borrigter tries to beat Arbeloa but the full back blocks the cross
28 minsReal search for an opening on the edge of the area but they are frustrated in their attempts as Ajax drop most of their players deep to defend well.
26 minsPepe does well to deal with a big kick from Vermeer. Madrid's defence have not really been threatened so far.
25 minsMourinho will be happy with his side's start but they'll want a goal before half-time.
23 minsMarcelo shows us his pace by catching a deep ball from Pepe but the defender's delivery is poor and Ajax regain possession once again.
22 minsXabi Alonso does brilliantly to find Kaka but his effort is blocked and Vermeer does well to collect the loose ball.
21 minsRonaldo is dropping deep to receive the ball and Kaka is playing much further forward.
19 minsMuch better from Ajax, looking more relaxed on the ball. We're yet to see much of Eriksen or Babel for the hosts.
18 minsKaka is looking more and more dangerous now, he's getting a lot of the ball. Ajax need to relieve some pressure.
16 minsMore frustration for the visitors as Ramos finds space from a corner but heads wide of the target.
15 minsChance! Madrid come close again as Kaka's quick feet on the edge of the area set up a shooting opportunity but Vermeer reacts well before jumping to his feet to block a shot from Benzema. Superb goalkeeping from the 26-year-old.
14 minsChance! Benzema finds Ronaldo in space inside the box but Vermeer rushes out of his goal to block the forward's effort.
13 minsAjax starting to enjoy some possession but they struggle to find a pass in the final third.
12 minsReal come close to opening up the Ajax defence as Ronaldo releases Benzema but a close offside decision halts the striker's progress.
11 minsCheers inside the Amsterdam ArenA as Ronaldo slips after lining up a 25 yard strike. I didn't smile, I promise!
10 minsMadrid again struggle with two more corners, no real danger for Ajax yet.
9 minsKaka does well to move into the box and he tries to find Callejon but it's cleared for another corner.
8 minsIt's a poor corner from the Brazilian but Madrid are enjoying a good early spell here.
8 minsReal have their second corner of the match when Kaka's attempted cross is deflected behind.
7 minsRonaldo can't get past the wall and Ajax clear the danger.
6 minsIt's a free kick within Ronaldo range, this could be an opening for Madrid.
5 minsAjax look determined in defence as agood pass from Pepe finds Benzema but the French striker is quickly dispossessed.
4 minsClever play from Arbeloa as he draws a foul from Borrigter to earn a free kick. Madrid attack quickly and Ronaldo's low drive across the face of goal is turned away for a corner.
2 minsAjax do settle quickly and Borrigter runs at pace at the Madrid defence but can't find anyone with his low cross.
1 minsGood start from Madrid as they refuse to allow Ajax time on the ball in midfield. The hosts need to settle.
7.45pmMourinho looks as relaxed as ever and it's Madrid who will get us underway.
7.42pmThe teams are now making their way out onto the pitch, kick-off is fast approaching.
7.41pmA key battle will be between Eriksen and Michael Essien. If Real Madrid's defensive midfielder can keep Eriksen quiet, it should be a good night for Jose Mourinho's men.
7.40pmPlenty of flags being waved inside the Amsterdam ArenA tonight. It's a shame Ajax aren't the force they once were but European nights are always exciting in the Dutch capital.
7.35pmThe officials tonight are all from Sweden, with Jonas Eriksson the man in the middle.
7.31pmSome of Kaka's greatest nights have come in this competition and this is a big night for him.
7.30pmPersonally, I'm looking forward to seeing Kaka tonight. If he can regain his best form, his future could be settled very quickly.
7.29pmHowever, De Boer's men could be encouraged by the fact that Madrid have lost three of their four away matches this season. There does seem to be a way past Madrid but their attacking players can win a match in a matter of minutes.
7.26pmSports Mole's Matt Law does think Ajax will score tonight but suggested in his match preview that Real will still come out on top with a 3-1 triumph from their visit to Holland.
7.24pmThe home side's problem could be goals. They haven't scored in their previous three group matches. Three players, including Tobias Sana, have scored three goals this season.
7.19pmAjax are currently fourth in Eredivisie with four wins and three draws from their opening seven matches. Frank de Boer will face a battle with FC Twente if his side are to retain their title.
7.15pmIf Madrid were to win the Champions League this season, I think Mourinho could leave but he'll be desperate to lift the trophy during his time in the Spanish capital.
7.15pmIn an interview prior to this match, Mourinho told Sky Sports: "I am a Londoner, a Londoner born in Portugal but I think I'm a Londoner." So, the hints keep on coming!
7.13pmAny knee slides from Mourinho tonight? I'm not so sure if he sees Ajax in the same way he does Man City but a victory will edge Los Blancos closer to qualification
7.11pmIt should be interesting to see how Ryan Babel performs tonight. The winger didn't show his best form at Liverpool but he is certainly a class act when he does get it right.
7.10pmIf you want to follow the other match in this group, Michael Penkman will be covering the meeting of Man City and Borussia Dortmund at the Etihad.
7.07pmThis is the third season in a row where these two sides have met in the group stage and Madrid have won the last four matches with an aggregate score of 12-0.
7.05pmTo prove how difficult a match this is for Ajax, their opponents have Higuain, Sami Khedira, Mesut Ozil, Luka Modrid and Angel Di Maria on the bench!
7.03pmAjax will be hoping their main threat will come from playmaker Christian Eriksen, the Dane has bags of ability but the Dutch club have a tough task against Madrid tonight.
7.02pmAjax Team: Vermeer, Van Rhijn, Alderweireld, Moisander, Blind, De Jong, Poulsen, Eriksen, Sana, Babel and Boerrigter
7.00pmReal Madrid Team: Casillas, Pepe, Ramos, Ronaldo, Kaka, Benzema, Marcelo, Alonso, Essien, Arbeloa and Callejon
6.59pmBREAKING TEAM NEWS: Jose Mourinho hands starts to Kaka and Jose Callejon as Karim Benzema gets the nod ahead of Gonzalo Higuain in attack.
6.57pmGood evening everyone, we're surely in for an exciting encounter tonight in Amsterdam. Stay with Sports Mole as we keep you updated with all of the matches in Europe's elite club competition.