Sergio Aguero of Manchester City looks dejected at the end of the UEFA Champions League Group A match between Manchester City and FC Bayern Muenchen at the Etihad Stadium on December 7, 2011 in Manchester, England.

In a double dose of Mancunian misery, City also exited the tournament despite David Silva and Yaya Toure giving them a 2-0 win over a Bayern Munich side weakened by a dose of flu which had spread through the German squad.

English Premier League leaders City went into the match knowing the only way they could progress was to beat Bayern, who had already finished top of Group A, and for Napoli to fail to beat Villarreal.

Silva opened the scoring shortly before half-time at Eastlands and Toure scored a second just after the start of the second period.

But Napoli's 2-0 victory in Spain means Roberto Mancini's team will now have to combine their push for the Premier League title with a place in the Europa League.

"Usually, with 10 points all the teams go through, always, 99 percent," said Mancini. "This was a very strange group, it was a difficult group."

Napoli's victory put them in the last 16 for the first time in 21 years when Diego Maradona was still playing for them.

Lyon pulled off the night's most remarkable result when they defeated Dinamo Zagreb 7-1 in Croatia with the home side finishing with 10 men after the 28th-minute sending off of Jerko Leko.

Lyon went into their final Group D game three points behind Ajax and needing to make up a goal difference of seven.

French international striker Bafetimbi Gomis was the star of the show, scoring four goals, including the fastest ever Champions League hat-trick, as Lyon took second place in the group and a spot in the last 16 for a ninth successive season.

"It's fabulous," said Lyon coach Remi Garde. "The second half was incredible. It's difficult to believe that we could score three or four goals in such little time."

Real Madrid, who had already made sure of top spot and made a host of changes ahead of Saturday's El Clasico with Barcelona, downed Ajax 3-0 in Amsterdam to become only the fifth team in history to go through to the next round with a perfect record.

CSKA Moscow sneaked into the knock-out stages as Vasili Berezutsky scored three minutes from time to give the Russians a 2-1 victory at already-qualified Inter Milan in Group B.

With Trabzonspor holding Lille to a goalless draw in France, CSKA leap-frogged the pair to remain in Europe's premier club competition.

Ivory Coast striker Seydou Doumbia had given the visitors the lead before Esteban Cambiasso equalised but Berezutsky had the last word.