Zenit St. Petersburg secured their place in the last sixteen via the away goals rule after losing 2-1 to Villarreal in Spain on Thursday. Pavel Pogrebynak gave them the lead on the half-hour to take the aggregate score to 2-0 and leave Villarreal requiring three goals to progress. They could only manage two, through Guille Franco and Jon Dahl Tomasson, as Zenit held out despite having both Roman Shirokov and Radek Shirl dismissed during the second half.

Villarreal coach Manuel Pellegrini again decided to go with a little and large partnership up front, with Jon Dahl Tomasson lining up alongside Giuseppe Rossi. Marcos Senna returned to midfield after injury in their usual 4-4-2 formation. Zenit lined up 3-5-2 and welcomed back defender Nicolas Lombaerts from his first-leg suspension. Unsurprisingly, it was the home team that started the game with the more attacking intent, but they were unable to test Zenit keeper Vyacheslav Malafeev, with Rossi and Tomasson both firing wide in their closest attempts on goal. Zenit made their hosts pay for their lack of cutting edge when they doubled their aggregate advantage on the half-hour: Pogrebynak heading home after Diego Lopez had only partially dealt with a corner. The goal stunned the home crowd and the players, with Zenit nearly wrapping up the tie in the closing minutes of the half when Andrei Arshavin went close to getting their second.

With three goals required in the second-half, Pellegrini threw on Franco in place of the injured Josico and saw some light at the end of the tunnel just three minutes into the half, when Shirokov was sent off for his second bookable offence. Villarreal pushed forward with both Rossi and Tomasson wasting good chances and the Danish striker then just unable to connect with a good ball into the box from Joan Capdevila. They finally got a breakthrough after seventy-five minutes, when Franco sent a powerful header past Malafeev to level the scores on the night. Zenit were reduced to nine men in the last ten minutes when Shirl received his second yellow and Tomasson pulled the aggregate score back to 2-2 in the dying moments. Despite throwing everything at the Zenit goal in injury time, Villarreal could not find another goal and it was the Russian champions who won the tie on away goals.

The result is a memorable one for Zenit, who defended resolutely throughout the ninety minutes, despite having a two man disadvantage by the final whistle. They will now face Marseille of France in the last sixteen. Villarreal paid the price for some lapse finishing after creating more than enough chances to book their place in the next round. Goalkeeper Diego Lopez may reflect on his own performances after being culpable for Pogrebynak's goals in both legs and Pellegrini could well consider reinstating Sebastian Viera between the sticks if Lopez makes any similar errors in their upcoming league games.