Defending champion Real, Juventus, Bayern & Man Utd win to advance into next round; Lyon hold City for 2-2 draw
Holders Real Madrid and Cristiano Ronaldo's Juventus were among seven teams to reach the last 16 of the Champions League on Tuesday while Sergio Aguero's late equaliser at Lyon also sent Manchester City through.
Bayern Munich thumped Benfica 5-1 to book their place and ease the pressure on coach Niko Kovac.
"It's a convincing win and that's exactly what we needed at the moment," Arjen Robben said after he netted twice.
Arjen Robben and Robert Lewandowski both scored twice before Franck Ribery completed the rout at the Allianz Arena after Gedson Fernandes had netted Benfica's consolation.
Kovac's team shrugged off lacklustre league form — winning just two and losing three of their last seven Bundesliga games — with a convincing display.
This is the 11th season in succession Bayern have reached the last 16 of the Champions League. While Bayern sit just fifth in the Bundesliga, they are flying in Europe, having now chalked up four wins and a draw in the Champions League's group stage.
They need just a point at Ajax in a fortnight to win Group A, while the best Benfica can hope for is third and a place in the Europa League knock-out phase.
Bayern went ahead after just 13 minutes when Robben produced a stunning piece of skill for his 30th Champions League goal.
The 34-year-old doubled Bayern's lead by wrong-footing Benfica defenders German Conti and crashing his shot past Odysseas Vlachodimos on 30 minutes.
The third goal followed six minutes later when Lewandowski rose highest for a corner and steered his header into the net via the post. It was the Polish star striker's 50th Champions League goal.
It was 3-0 to Bayern at the break, but it could have been 5-0 as Vlachodimos had to twice palm shots away by Thomas Mueller and Lewandowski.
However, they restored their three-goal cushion just after six minutes in second half when Lewandowski again headed home another Kimmich corner.
Ribery capped a gala night with an exchange of passes with David Alaba to slam home Bayern's fifth 13 minutes from time and claim his first Champions League goal for more than three years.
Roma will also play in the knockout phase despite losing 2-0 to Real while former European champions Ajax won 2-0 in a violence-hit game against AEK Athens to book their last-16 ticket after riot police clashed with Dutch fans.
Marouane Fellaini's 91st minute winner against Young Boys saw Manchester United squeak through after they had laboured against the Swiss at Old Trafford.
After Fellaini's low shot went in, United manager Jose Mourinho picked up and threw over a pack of bottles in relief to a result that lifts some of the gloom over the club.
Real bounce back
Real and Roma secured their spot in the knockout stages even before the Spaniards' 2-0 victory in the Italian capital after Group G rivals CSKA Moscow fell to a 2-1 defeat at home to Viktoria Plzen.
Gareth Bale scored one and supplied the cross that led to another as Lucas Vazquez wrapped up a clinical 2-0 win at the Stadio Olimpico that was a world away from Real's 3-0 Liga defeat to Eibar at the weekend.
"It was important to bounce back quickly," said Real coach Santiago Solari. "We are very happy."
Real are three points clear of Roma going into their final Group G match against CSKA Moscow next month.
Mario Mandzukic booked Juventus' ticket for the knockout phase with a simple tap-in after a sublime piece of skill and cross from Ronaldo as Juventus beat Valencia 1-0.
The Italians have 12 points, two more than United but both are home and dry because Valencia only have five.
In Lyon, City took a point from a pulsating match after David Cornet scored two second-half goals including an outstanding long-range effort only for the French side to be pinned back each time.
City's French defender Aymeric Laporte equalised first and then Aguero outjumped taller defenders to head home and spark wild celebrations from manager Pep Guardiola.
Lyon are left needing a draw against Shakhtar Donetsk in their final Group F game next month to go through after the Ukrainian club stunned Hoffenheim 3-2 away to stay in contention.
Greek riot police wielding batons entered the stands at the Athens Olympic Stadium to separate fighting fans, leaving 11 Ajax supporters injured, police said.
Some Dutch fans were left with blood streaming down their faces.