Defending champion Inter Milan staged a second-half comeback to oust Bayern Munich on away goals in a repeat of last season's final and Manchester United advanced to the Champions League quarterfinals for the fifth consecutive season by beating Marseille 2-1 on Tuesday.
Goran Pandev's 88th-minute goal for Inter earned a 3-2 victory at Bayern that sent the Serie A side through, having lost 1-0 at the San Siro.
Inter is only the second team in Champions League history to overturn a first-leg home defeat to advance.
"It's a historic result considering how difficult the game was and how strong our opponents were," Inter coach Leonardo said. "It's a sign that these players have great faith in the team, we never give up. The European champions are still standing."
United's victory over Marseille was more routine despite nervy moments, with Javier Hernandez scoring twice to secure victory after the match in France was drawn 0-0.
In Munich, Pandev not only sealed the victory, but set up Samuel Eto'o's opener after four minutes with a neat pass that sent the Cameroon striker through.
Having beaten the offside trap, Eto'o slotted through the legs of Bayern goalkeeper Thomas Kraft to score his eighth goal in this season's competition.
But a mistake by Inter goalkeeper Julio Cesar gifted Bayern a tying goal. The Brazilian fumbled Arjen Robben's attempt from 20 yards and Mario Gomez hooked the ball into the net in the 21st minute.
Thomas Mueller put Bayern ahead 3-1 on aggregate 10 minutes later. Robben cut in from the left and Lucio tried to intercept but only succeeded in putting it directly through for Mueller to lift the ball past Cesar.
"We created so many chances and didn't use them and we didn't defend well in the second half," Bayern coach Louis van Gaal said. "That's how the opponent remains in the game."
Van Gaal was in charge of the last team — Ajax in 1996 — to come back from a home deficit and go through.
Inter's recovery began in the 63rd when Wesley Sneijder struck a shot into the corner of the net from 25 yards from Eto'o's layoff.
With Bayern clinging on, Eto'o raced ahead of defender Breno and sent the ball to Pandev, who fired into the top corner.
"It couldn't have started better for us, but then we gave them more room and that's when they are dangerous," Leonardo said. "It was tough, after losing in the last minute at home, to turn this game around. I always believed, however, and when we equalized at 2-2, I knew everything was possible. It was a really incredible game."
At Old Trafford, Hernandez put United ahead five minutes into the match after latching onto Wayne Rooney's cross.
The Mexico striker got the 15th goal of his debut season for United in the 75th minute. He netted from close range after Ryan Giggs squared the ball into the penalty area having received the ball from substitute Antonio Valencia.
"Hernandez's pace and movement is helping us — he is real handful," United manager Alex Ferguson said. "Wayne is enjoying the freedom behind Hernandez and is in really good form at the moment."
The three-time European champions clung on after Wes Brown headed into his own goal in the 83rd from Lucho Gonzalez's corner while under pressure from former United defender Gabriel Heinze.
"Our game plan was to attack them first half and to get a goal or two up," Rooney said. "We managed to get one and we held on. We were unfortunate to concede the goal."
Marseille missed early opportunities to cancel out Hernandez's opener, with striker Andre-Pierre Gignac shooting over and Souleymane Diawara heading wide when unmarked six yards from goal.
"My team have young players but after they have done well — and we had good opportunities — we don't score," Marseille coach Didier Deschamps said.
The only downside for United was that defender John O'Shea and his replacement Fabio both came off with suspected hamstring injuries.
"The balance of the team was affected with two defenders coming off," Ferguson said. "There was a lack of experience in the team and that could have cost us, but we hung on."
Last week, Barcelona, Schalke, Shakhtar Donetsk and Tottenham qualified for the quarterfinals. The last two spots will be determined Wednesday.
Chelsea holds a 2-0 lead over FC Copenhagen from the away leg and Real Madrid hosts Lyon after drawing 1-1 in France.