Kevin Grosskreutz scored an 87th-minute winner to send last year's beaten finalists, Borussia Dortmund into the last 16 of the Champions League on Wednesday.
The Bundesliga side finished top of Group F after beating 10-man Marseille 2-1 in the Stade Velodrome.
Robert Lewandowski got Dortmund off to the perfect start with a goal in the fourth minute but German joy didn't last long as Marseille defender Souleymane Diawara equalized in 14th minute.
Despite having a numerical advantage for two thirds of the game -- Marseille's Dimitri Payet was sent off in the 34th minute -- Dortmund couldn't find a winner until Grosskreutz drove home a low winner with three minutes remaining.
"It was a great feeling to get the winning goal and put us through as group winners," Grosskreutz said.
"It was amazing to celebrate the goals with the fans, we deserved to go through," the 25-year-old added.
"We had lots of chances, but stayed patient and got our reward. I can't wait to get in the dressing room and soak up the atmosphere, there might be a few beers drunk as well."
Dortmund's better head-to-head record against Arsenal ensured they finished first in the group while the Gunners clinched second place despite losing 2-0 away to Napoli.
Gonzalo Higuain's 73rd-minute goal gave Rafa Benitez's side hope -- the big Argentine turning neatly on the edge of the area before unleashing a low left-foot shot into the bottom corner of Wojciech Szczesny's goal.
Two minutes later, Arsenal were down to ten men when Mikel Arteta received a second yellow card. Worse was to come as Jose Callejon doubled the home side's lead in injury time.
With news filtering through of Dortmund's late goal, Napoli's chances of progressing now rested solely on scoring an unanswered third, but Callejon's deft touch over an advancing Szczesny proved to be the last kick of the match.
Napoli also finished the group stage with 12 points, but an inferior goal difference sees them drop down into the Europa League.
At Stamford Bridge, Demba Ba's 10th minute goal proved the difference between Chelsea and Romania's Steaua Bucharest. The 1-0 win ensures the West Londoner's retained top billing in Group E. Jose Mourinho's side will be joined in the last 16 by Germany's Schalke after they beat 10-man Basel 2-0.
The Swiss side's defender, Ivan Ivanov was sent off in the 31st minute with Schalke taking full toll of the extra man in the second-half. Goals from 20-year-old Julian Draxler in the 50th minute followed by Joel Matip seven minutes later ensured second place in the group for the Bundesliga side at the expense of their opponents.Violence mars Milan progress
Neymar scored a hat-trick as Barcelona thumped Celtic 6-1 to ensure top-dog status in Group H.
Gerard Pique opening the scoring in the seventh minute, prodding the ball home from eight yards after Alexis Sanchez had his shot blocked by Celtic keeper Fraser Forster.
Pedro made it 2-0 in the 39th minute with Neymar effectively killing off the contest with Barcelona's third and his first Champions League goal a minute before halftime.
Three minutes after the break, the Brazilian scored again before completing his hat-trick in the 58th minute.
Cristian Tello completed the rout with a sixth goal in the 72nd minute before Giorgos Samaras got a consolation for the Scottish champions two minutes before the end.
The Catalans will be joined by AC Milan after they drew 0-0 with Ajax at the San Siro in a game that was marred by violence before kickoff.
Italian news agency ANSA reported that three Ajax fans had been admitted to hospital after being stabbed outside the stadium prior to the match. One of the victims is in a serious condition after being stabbed in the stomach, ANSA reported.
The incidents followed fighting between the two sets of supporters earlier in the day.
Group G high-flyers Atletico Madrid made it five victories out of six with 2-0 win against Porto. Defeat for the Portuguese side means they lose out on qualification to Zenit St Petersburg who despite losing 4-1 to FK Austria Vienna are into the knockout stages.Galatasaray through to last 16
A 85th minute strike from Wesley Sneijder earned Galatasaray a 1-0 win over Juventus on Wednesday as Tuesday's Group B Champions League match concluded after play had been suspended following a snowstorm on Tuesday night.
The Dutch international's goal at the Turk Telekom Arena earns Roberto Mancini's side a place in the last 16 at the expense of their Italian visitors.
With seven points, Galatasaray finished second to runaway group winners Real Madrid, while Juve had to settle for third place (on six points) and a place in the Europa League.
The match, which resumed in the 32nd minute (the time when the referee stopped Tuesday's game), was played on a pitch bearing many muddy scars from the snow clearance.
Mancini admitted afterwards that it may have been better not to play the game, but expressed satisfaction with the result.
"It was a difficult situation, but the lads did well. The point we took from Turin served us well and today we deserved the win," Mancini told Sky Sports Italia.
The draw for the first knockout stages of the Champions League will take place on Monday December 16 in Nyon, Switzerland. The full list of teams is as follows:
Manchester United, Bayer Leverkusen, Real Madrid, Galatasaray, Paris St-Germain, Olympiakos, Bayern Munich, Manchester City, Chelsea, Schalke, Borussia Dortmund, Arsenal, Atletico Madrid, Zenit St Petersberg, Barcelona & AC Milan.