Despite rallying to beat their opponents 3-2, Manchester City were unable to displace Bayern Munich from their perch as leaders of their UEFA Champions League group.
Man City, who trailed 2-0 at one point came back to hand the German powerhouse their first defeat of the season.
Both teams finished on 15 points, but Bayern ended with a better goal difference.
Manchester United topped their group with a 1-0 victory over Shaktar Donetsk with Bayer Leverkusen beating Real Sociedad 1-0 to join them in the next round.
Olympiakos stopped Anderlecht 3-1 to join Paris Saint Germain who progressed from "Group C" despite losing 2-1 to Benfica.
Real Madrid had a 2-0 win over F.C. Copenhagen but it is not yet clear who will join them from their group as the Galatasaray versus Juventus game was abandoned due to a snow storm.
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