The Blues took a first-half lead at home to CFR Cluj, but when the Romanians equalised 10 minutes after the break, all eyes were on Italy where a goal for Bordeaux against Roma would have left Chelsea on their way out.

Instead, it was the hosts who broke the deadlock at the Stadio Olimpico en route to a 2-0 win, while Chelsea secured their own passage as Didier Drogba came off the bench to make it 2-1 at Stamford Bridge.

Chelsea prodded and probed the Cluj defence before eventually making the breakthrough five minutes before the break, with Solomon Kalou losing his marker to easily prod home Deco's free-kick.

But Cluj stunned Stamford Bridge in the 55th minute as Cristian Panin's fine cross picked out Yssouf Kone who headed the ball beyond the reach of Petr Cech and into the top left-hand corner of the goal.

Chelsea fans were left biting their nails until news came through from Italy that Roma had scored.

Drogba then made sure, latching on to Joe Cole's through ball to quickly control and shoot beyond Nuno Claro with a fine piece of skill.

In Rome, the hosts needed until the 61st minute to break the deadlock, with Matteo Brighi smashing the ball home from Simone Perrotta's free-kick.

Talisman Francesco Totti then added a second with a powerful low shot from the edge of the area.

Liverpool overhauled Atletico Madrid to finish top of Group D as the Reds beat PSV Eindhoven 3-1 away, and Atletico were held to a goalless draw by Marseille.

Liverpool fell behind to Danko Lazovic's 36th minute strike, with the Serbian taking advantage of a lucky bounce to fire beyond Diego Cavalieri.

But the visitors were level in first-half injury-time as Ryan Babel met Lucas' free-kick to head beyond Andreas Isaksson.

Albert Riera's first Champions League goal was a 25-yard screamer that made it 2-1 to Liverpool in the 68th minute, and young striker David Ngog sealed the deal when he latched on to Robbie Keane's pass to fire home 13 minutes from time.

Liverpool finish top ahead of Atletico, while defeat for PSV secures third spot and UEFA Cup football for Marseille.

Panathinaikos booked their place in the knock-out stages with a 1-0 win over Anorthosis Famagusta in Group B.

The goal came in the 69th minute when Giorgos Karagounis found the net to send Pana top of their group.

Inter Milan were already sure of going through, and went down 2-1 in Germany to a Werder Bremen side who needed to win to secure UEFA Cup football.

The hosts went ahead in the 63rd minute, taking advantage of a defensive mess as Claudio Pizzaro fired in when Julio Cesar could only parry Mesut Ozil's shot.

It was 2-0 nine minutes from time with Ozil again the creator, this time setting up Markus Rosenberg for an easy finish.

Zlatan Ibrahimovic scored a wonderful late goal for Inter, but there was no time for a comeback.

With Group C already settled, Barcelona sent in the kids against Shakhtar Donetsk as they rested first-team players ahead of the El Clasico against Real Madrid this weekend.

Shakhtar took full advantage, grabbing the lead through Oleksandr Gladkyy in the 31st minute and doubling their advantage as Gladkyy got his second 13 minutes after the break.

Barca responded quickly as Silvinho, one of the few senior players on the pitch, lashed a left-footed shot just inside the post, but Shakhtar were not done and Luis Fernandinho scored with an outstanding long-range strike in the 76th minute.

Sergei Busquets' late strike made Shakhtar sweat but it came too late for Barca who lost 3-2.

Group D's other game saw Sporting Lisbon travel to Basle with only pride to play for having already wrapped up qualification, but there were no signs of a lack of motivation as they won 1-0 thanks to Yanick Djalo's 19th-minute goal.

There were hints of offside as Marat Izmailov collected the ball on the right wing, but his cross found Yannick who made no mistake from close range.