Spain's Celta Vigo qualified for the knockout stage of the Champions League by beating European champions AC Milan 2-1 away at the San Siro in Group H last night.
Milan, already qualified, fielded a weakened side but still finished top of the group with Celta taking second place ahead of Bruges, who beat Ajax 2-1.
Milan went ahead in the 41st minute through Kaka, with the Brazilian firing into the top corner from the edge of the area after being set-up by Fernando Redondo.
But Celta's response was immediate with Jesuli beating Christian Abbiati with a perfectly placed shot into the bottom corner.
The winner came in the 71st minute when Peter Luccin played the ball into the box from the right flank and, although Jose Ignacio mis-kicked his first effort, he recovered quickly to fire home with a low shot that secured qualification.
Meanwhile, Norwegian substitute Bengt Saeternes scored an 84th-minute winner to give Bruges a deserved victory after a Wesley Sonck penalty for Ajax had cancelled out Rune Lange's opener for Bruges in the first half.
Bruges's win meant they pipped Ajax to third place in Group H, with eight points to Ajax's six, to clinch a place in the UEFA Cup third round at the Dutch side's expense.
In Group F, Real Madrid made sure of a place in the last 16 of the Champions League as unbeaten group winners with a 1-1 draw against Porto at the Bernabeu.
The Spanish side took the lead after just nine minutes when Argentine midfielder Santiago Solari drilled in a shot after a slick passing move involving Zinedine Zidane, Luis Figo and Ronaldo.
But Porto responded well and live-wire forward Deco won a penalty after forcing right back Michel Salgado into a clumsy challenge just inside the area on 35 minutes. Derlei smashed into the roof of the net with his spot kick to equalise.
Marseille clinched third spot in the group and a UEFA Cup berth as Ahmed Hossam "Mido" scored in a 1-1 draw at Partizan Belgrade, who equalised through Andrija Delibaic.