Manchester United and Manchester City are out of the Europa League, eliminated by Athletic Bilbao and Sporting Lisbon respectively.
City pulled off a magical comeback victory against Sporting at Etihad Stadium on Thursday, but their 3-2 win was not enough to overturn the 1-0 deficit from the first leg and they were eliminated on the away goals rule.
Trailing 2-0 at half-time after goals from Matias Fernandez and Ricky van Wolfswinkel, City came out like men possessed after the break, and a Sergio Aguero brace plus a Mario Balotelli penalty had them on the cusp of a memorable win.
City threw everything at the visitors in the frantic closing stages, and goalkeeper Joe Hart came within inches of scoring with a header from a corner in the final moments of play, but Sporting keeper Rui Patricio got a crucial touch to deflect the ball just wide and send his side through.
Premier league leaders United, meanwhile, put in a lacklustre shift against Athletic Bilbao at San Mames, slumping to a 2-1 defeat and a 5-3 aggregate loss in their round-of-16 clash against Marcelo Bielsa s team.
Bilbao went ahead in the 23rd minute when Spain international Fernando Llorente splendidly volleyed home a long lofted ball from Fernando Amorebieta.
The hosts made it 2-0 in the 65th minute when Oscar de Marcos beat David De Gea with a deflected shot, and the hosts missed several chances to put the tie beyond doubt
Wayne Rooney s 27th goal of the season a superb curling effort from the edge of the box with 10 minutes remaining was scant consolation for United, who can now turn their focus to domestic matters after a horror European campaign this season.
Elsewhere on Thursday, Valencia moved into the quarter-finals after their 1-1 draw at PSV Eindhoven gave them a 5-3 aggregate victory.
Adil Rami put the visitors ahead at the Philips Stadion, but Ola Toivonen equalised for the Dutch side.
Schalke secured their place in the quarters with a 4-1 home win against Twente giving them a 4-2 aggregate win.
William Janssen put the Dutch side ahead in the 14th minute, but a Klaas-Jan Huntelaar hat-trick and a Jermaine Jones goal were enough for the Bundesliga side to progress.
There was better luck for the other Dutch side in the competition, with AZ Alkmaar making it into the last eight despite losing 2-1 in Italy to Udinese.
A brace from Antonio Di Natale did the damage for the Serie A side, but AZ progressed 3-2 on aggregate after their 2-0 victory in the first leg.
Atletico Madrid, the 2009/10 Europa League champions, eased into the quarters after their 3-0 win in Turkey over Besiktas powered them to a 6-1 aggregate triumph, while Hannover claimed a 6-2 aggregate win over Standard Liege after a 4-0 demolition in the second leg.
Ukrainian s Metalist Kharkiv continued their European run after scoring two goals in the final 10 minutes to claim a 2-1 win over Olympiakos in Greece, sending them through on away goals.