Werder Bremen were the certainly the underdogs against Juventus but they didn’t behave that way and showed no respect for the record Italian champions. Werder’s Sport Director Klaus Aloffs said his team knew how to play good football, and they deserved to be competiting with the best teams in Europe. And Werder Bremen raised their game and deserved to lead at half-time with a goal from Christian Schulz in the 39th minute. The good news was also that Bremen’s Miroslv Klose was back in form, returning from shoulder injury just in time for this important match. But there problems with the offside trap and the home side nearly had a goal scored against them before half-time.

But Juventus staged a comeback in the second half and Pavel Nedved scored in 73rd minute, taking advantage of the Bremen’s poor defence. And luck was not on Bremen’s side, nine minues from the final whistle,Treseguet gave Juventus the lead.

But in the last 3 minutes Bremen’s Borowski got a well-deserved equaliser, turning the tables on the Juve, who suddenly started making mistakes, getting more nervous in the final stages.

And Johann Micoud sealed Bremen’s victory in time added on. A tremendous victory for Bremen. A dream start for the German side who can now travel to Turin in two weeks time with their heads held high with every chance of making it through to to the quarter finals.

The final score Werder Bremen 3 Juventus 2.

The match of the day was Chlesea against Barcelona. Chelsea were forced to play with ten men for much of the game after a foolish body check by Spaniard del Horno who floored Barcelona’s young star Lionel Messi.

It was an inspirational performance from the Argentinian teenager that helped Barcelona to a 2-1 win over Chelsea in another Champions League thriller.

The victory, sealed by Cameroon striker Samuel Eto'o's header after Thiago Motta and John Terry had both scored own goals, leaves Barca as strong favourites to progress to the last eight and claim revenge for their defeat against Chelsea last season.

Rangers 2 Villarreal 2

Rangers twice came from behind to rescue a draw with Villareal at the Ibrox stadium in Glasgow. Rangers were a goal down after eight minutes following a handball, the penalty was scored by Argentine star Riquelme. But the home side levelled with a wonderful strike from Peter Lovenkrands after 22 minutes following a fabulous run by Chris Burke. Villareal went into the lead 13 minutes later as through Diego Forlan.

Then Thomas Buffel swerved in a cross for the Spanish side eight minutes from time which looped in off the leg of Villarreal's Juan Manuel Pena.

Ajax Amsterdam 2 Inter Milan 2

Julio Cruz scored in the 86th minute to complete Inter Milan's comeback. Ajax led on Klaas-Jan Huntelaar's 15th-minute header, the new-signing knocking in a short cross from Mauro Rosales into the right corner. Ajax made it 2-0 up five minutes later when Rosales clipped in Urby Emanuelson's pass. Dejan Stankovic brought Inter back into the game three minutes after halftime. Then just before the final whistle Cruz connected on a cross from Matias Cambiasso from short range.

There were also four matches played on Tuesday.

Bayern Munich 1 AC Milan 1

Milan said before the game that that they were really only afraid of Bayern Munich’s Michael Ballack.

Ballack was dangerous but Milan made it easy for him, leaving open a wide gap in the defence for him to score in the23rd minute with a long shot 18 metres outside the box -- straight in the top right corner of the goal net.

Milan leveled in the 58th minute when Bayern’s Valrien Ismael handled the ball and a penalty was awarded. Stand-in goalkeeper Michael Rensing had no chance against Andriy Shevchenko.

Bayern Munich captain Oliver Kahn suffered a recurrence of a thigh injury in the warm-up to Tuesday's Champions League game and was forced to withdraw from the starting line-up.

In Lisbon, Benfica 1 Liverpool 0

Brazilian defender Luisao scored six minutes from the end to give Benfica this valubale home win. Luisao headed home a free kick from Armando Petit when the game looked as if it was to end in an uneventful goalless draw.

There had been no real goal chances during the whole match.

Real Madrid 0 Arsenal 1

In Madrid, French International Thierry Henry scored a fantastic goal early on in the second half, dribbling past 5 Real Madrid players to slot one past the goalkeeper.

It was Real's first home defeat in European competition in 19 matches since October 2002 and the first ever to an English club at home in European competition.

Real Madrid’s David Beckham was disappointed about his team’s performance but he paid tribute to Arsenal’s style of play.

Meanwhile Real Madrid’s Raul became the first player ever to play 100 Champions League matches when Real faced Arsenal.

PSV Eindhoven 0 Olympique Lyon 1

Lyon beat PSV Eindhoven after goalkeeper Gomes misjudged a 25-metre free kick from Juninho. Gomes's blunder proved decisive for the Dutch champions. They were unable to score despite playing the last 10 minutes with a man extra after Lyon's Sidney Govou was sent off.

Previous Champions League matches:

A night of surprises as a fresh batch of teams qualify for the knock-out stage of the Champions League.

Manchester United learnt a hard lesson on Wedenesday, crashing out of the Champions League after losing to an injury-hit Benfica Lisbon. For the 3,500 fans who traveled to the Portuguese capital they discovered that Manchester United cannot rely on Wayne Rooney alone. The deciding Group D match, ended 2-1. One of the top teams in Europe, bows out of the competition. ManU didn’t do enough to earn a win.

The defeat cost the northern English club a windfall of 22.5 million Euros.

Going into the match United were third in their group, and needed to win to avoid the embarrassment of not being in the last 16 in the last 9 years. There will certainly be questions about the future of Manchester United’s manager Alex Ferguson.

For Arsenal, the other English club playing Wednesday night it was a different story. The London side had the luxury of resting key players after securing their winning their group stage, winning all 5 of their Champions League encounters. But French international Thierry Henry and a team of Arsenal youngsters failed to match it 6 out of 6 and could manage a scoreless draw against Ajax Amsterdam.

Arsenal manager Arsene Wenger was already looking ahead to the next stage of the competition.

"It looks like we have found the consistency in Europe, but what we need to show this season is to get through in the decisive moments. Once you get through to the knockout stage a different competition starts and you need to win and yu really have to be clinical," said Wenger.

German club Bayern Munich desperately wanted to win their final Group A match to avoid meeting big teams like Barcelona early on in the knockout round.

Both Juventus and Bayern were vying for top position, but it’s Juventus who take the glory.

Disappointment then for the Bundesliga champions, despite an early goal by Claudio Pizzaro. Bruges pulled one back when Javier Garcia Portillo found the back of the net. But what would have been the winning goal for Bayern was disallowed, the referee had already blown full-time.

Final score Bruges 1 : Bayern Munich 1.

Perhaps the biggest surprise of the evening was Weder Bremen’s entry to the quarter-finals. Werder Bremen thrashed Panathinaikos Athens 5-1.

A Johan Micoud penalty, a double strike from Paraguayan Nelson Valdez, a goal by Miroslav Klose and an injury-time effort from Torsten Frings ensured the German side's victory.

But it was two goals by Barcelona in the last minutes of their Group C match against Udinese that helped Bremen into the next round. Udinese now will play in the UEFA Cup, that’s the hard price they had to pay for playing too defensively.

In the other group phase matches played on Wednesday Rapid Vienna lost 1-3 to Juventus. In Group B Sparta Prague drew 0:0 with Swiss team Thun. And finally Villareal beat Lille 1:0 in Group D.

So Arsenal, Ajax, Barcelona, Bremen, Villareal and Benfica all qualify for the knock-out stage of the Champions League.

In Champions League matches played Tuesday night Schalke played inspiring soccer against AC Milan but came up short and lost 3-2. The Italian side made it dramatic because a 3-3 draw would have pushed them out of the next Champions League stage. But the Royal Blues lacked the necessary bit of luck at the end to pull off the surprise in San Siro, where they won the UEFA Cup in 1997.

In the match, it took over forty minutes for the sides to get into the flow. But as frequently the case in a close match, it was one player who made the difference. In this game, it was two-goalscorer Kaka who provided that little extra to win the game for Milan, as German national coach Jürgen Klinsmann noted on Sat1 television.

“The individual quality of a player like Kaka needs few chances to strike. Overall, it was an excellent game on Schalke’s part. They went to the limit and tried everything,” he said.

Once the first goal fell, the intensity and quality of the match increased rapidly. At half the score was knotted at 1-1 after set ball goals by Milan’s Andrea Pirlo and Schalke’s Danish midfielder Christian Poulsen.

The start of the second half looked promising for Schalke after manager Ralf Rangnick inserted an extra attacker in Gerald Asamoah. But Kaka stole the spotlight in a ten minute span, scoring twice to put Milan up by a seemingly insurmountable score of 3-1. But Schalke never said die, and Lincoln would benefit from a disorganised Milan defence after a free-kick to draw his side back to within one in the 67th minute. But that little bit of luck was lacking as Schalke general manager Rudi Assauer said on Sat1 television.

“It always has to do with good and bad luck the whole 90 minutes,” the Schalke GM said. “No great difference could be recognised between Milan and Schalke in the whole game.”
Schalke did indeed play great soccer in Group E but Eindhoven’s victory against Fenerbahce pushes Schalke into the UEFA Cup next year.

Real's new manager drops first match

In Group G, Chelsea and Liverpool played to a scoreless draw but both advance to the next round. Anderlecht beat Real Betis Sevilla 1-0. In Group F, Real Madrid’s new coach Juan Ramon Lopez Caro got a rude welcome as Madrid blew a 1-0 lead and lost 2-1 to Olympiakos Pireaus. Lyon defeated Trondheim 2-1. Lyon and Real go through. Finally, in Group H, the Glasgow Rangers tied Inter Milan. After a draw between Bratislava and FC Porto, the Rangers will be the first Scottish club to play in the second round of the Champions League. Inter will join them.