AC Milan were dumped out of the UEFA Cup after throwing away a two-goal lead in their last-32 second-leg clash with Werder Bremen.
Having drawn the first leg 1-1 in Germany, there was some pressure on the Italians going into the return match.
First-half goals from Andrea Pirlo and Alexandre Pato seemed to set Milan on a smooth path into the next round only for Claudio Pizarro's brace to put Bremen through on away goals.
Bremen will face St Etienne in the next round after Les Verts progressed with a 5-2 aggregate victory over Greek champions Olympiacos.
Ajax substitute Leonardo scored a late equaliser to earn Marco van Basten's side a 1-1 draw against Fiorentina - a 2-1 triumph overall.
Next up for the Amsterdammers is a last-16 clash with Marseille, who advanced thanks to a dramatic 7-6 win on penalties after their tie against FC Twente had finished 1-1 over two legs.
A Jerome Rothen strike and two from Peguy Luyindula were enough to see Paris St Germain through 5-1 on aggregate - 3-1 on the night - against Wolfsburg at the VW Arena.
Elsewhere Braga eased through to a last-16 meeting with Paris St Germain after holding Standard Liege to a 1-1 draw in Belgium to progress 4-1 on aggregate. And AaB Aalborg cruised through after blitzing Deportivo La Coruna with three goals in four first-half minutes to secure a convincing 6-1 aggregate win.
Meanwhile Zenit St Petersburg beat Stuttgart 2-1 for the second week running, and Artem Kravets hit a brace as Dynamo Kiev drew 2-2 at Valencia to advance 3-3 on away goals.
Metalist Kharkiv progressed with a 2-0 win over Sampdoria, 3-0 overall and Hamburg cemented their progress with a 1-0 home victory against NEC Nijmegen. And Galatasaray beat Bordeaux with a last-minute winner.
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