Defending champion Atletico Madrid crashed out of the Europa League at the first hurdle Thursday as Aris, Lille and Anderlecht filled the final three spots in the knockout round.
Atletico substitute Fran Merida scored with his first touch in the 72nd minute for a 1-1 draw at Bayer Leverkusen, but Aris won 2-0 against visiting Rosenborg to finish ahead of the Spanish side and advance to the round of 32.
Leverkusen was already assured of finishing top of Group B.
Lille beat Ghent 3-0 to progress, while Anderlecht beat Hajduk Split 2-0 to overhaul AEK Athens in Group G. AEK lost 3-0 to visiting Zenit St. Petersburg.
Uruguay striker Diego Forlan, whose two goals gave Atletico a 2-1 win over Fulham in May's final, had an effort saved by goalkeeper Fabian Giefer and put another wide from 20 meters before Patrick Helmes gave Leverkusen the lead in the 69th.
Stefan Kiessling rose to meet a long free kick and headed on to Helmes, who broke through between two defenders and scored.
The lead lasted three minutes. Danny da Costa tried to knock the ball away from Sergio Aguero but put it right in front of Merida, who scored less than a minute after coming on.
Aguero shot high from six meters (yards) out in the 88th to waste the final opportunity.
Like Leverkusen and Atletico, Lille played in heavy snow. The home side almost took the lead in the 11th when Tulio De Melo hit the post from a cross by strike partner Pierre-Alain Frau.
Lille's first two goals came from defensive errors.
Midfielder Ludovic Obraniak took advantage of Gent defender Marko Suler's poor back pass to round goalkeeper Bojan Jorgacevic in the 30th. Frau charged down Christophe Lepoint's clearance and shot into the bottom corner in the 58th.
Moussa Sow grabbed his 14th goal of the season in the 89th after running onto Yohan Cabaye's pass.
"We can say that we accomplished our mission in style. We decided to play our own game, to be ambitious, adventurous, to test their defense," Lille coach Rudi Garcia said. "We showed some maturity by scoring three goals. We deserve to qualify, it's our best European match without a doubt."
Lille finished one point ahead of Ghent. Sporting Lisbon lost 1-0 at Bulgaria's Levski Sofia, which joined Ghent on seven points.
AEK was favored to advance behind Group G winner Zenit St. Petersburg but slumped to a 3-0 defeat, leaving the Russian side with a maximum 18 points - the best record in the competition.
With the Greek side losing, Tom De Sutter and Matias Suarez scored in the first half to send Anderlecht through.
Manchester City qualified first in Group A after Jo scored a 77th-minute equalizer in a 1-1 draw at Juventus, which became the first team ever to draw all six of its group matches.
Manchester City and Lech Poznan, which won 1-0 at Salzburg, both finished with 11 points but City took top spot. The teams had an identical head-to-head record but City had a better goal difference overall.
"We have a chance to go all the way, but it is important to have a good draw for the next round," City coach Roberto Mancini said. "And after that we will see."
Stuttgart and Young Boys were already assured of filling the top two spots in Group H before their final matches. Stuttgart routed Odense 5-1, while Young Boys lost 1-0 at Getafe.
Already qualified PSV Eindhoven drew 0-0 with Metalist Kharkiv to top Group I, with the Ukrainian side qualifying in second spot.
