Everton crashed out of the Champions League after a 2-1 defeat against Villarreal on Wednesday night.
They lost 4-2 on aggregate and now go through to the Uefa Cup instead.
There was some upset though as their loss came after a decision by the referee who ruled out a header which stopped the game going to extra time.
In other Champions League news, Manchester United are through, as are Rangers, after respective wins.
Villarreal 2-1 Everton
Goals came from Juan Pablo Sorin after 21 minutes, and Mikel Arteta made it two for the home side after 69 minutes.
Diego Forlan scored for the Toffees in injury time.
Debrecen 0-3 Manchester United
The Red Devils reached the group stage easily after their win, going through 6-0 on aggregate.
Their goals came from Gabriel Heinze who scored after 20 and 60 minutes, and Kieran Richardson made it three after 65 minutes.
Rangers 2-0 Anorthosis Famagusta
The Gers are through to the group stage too after winning 4-1 on aggregate.
Their goals came from Thomas Buffel and Dado Prso.