Real Madrid 3-1 Manchester United
Manchester United's Champions League ambitions hang by a slender thread as Real Madrid inflicted a damaging defeat at the Bernabeu.
Real's nine-time winners raced into a deserved three-goal lead early in the second half as the Spanish giants tormented Sir Alex Ferguson's side.
Luis Figo and a double from Raul left United on the brink of a rout in the quarter-final first leg, as the magic of Zinedine Zidane inspired Real.
Ruud van Nistelrooy - United's outstanding performer - snatched a crucial away goal, but they still face a massive task in the second leg at Old Trafford.
And United's task has not been made any easier by bookings to England duo Gary Neville and Paul Scholes that rule them out of the return.
We conceded bad goals but we are still in with a chance
Man Utd manager Sir Alex Ferguson
Ferguson's men opened brightly with Scholes and Van Nistelrooy almost snatching a priceless away goal - but that early defiance evaporated in the face of Real's first-half brilliance.
Figo struck a fierce blow to United's hopes when he broke the deadlock after only 11 minutes.
Zidane, predictably, was the orchestrator as he released Figo and the Portuguese captain floated a right-foot finish over Fabien Barthez.
It was unclear whether Figo's strike was intentional, but the effect was devastating.
Figo's goal unlocked all Real's magic and they proceeded to deliver a mesmerising master-class of a performance.
Referee Anders Frisk rejected what was a clear Real penalty when Ronaldo was clumsily hauled to the floor by Wes Brown.
And Barthez demonstrated United's frayed nerves when he inexplicably handled outside his area after 21 minutes, but again Swedish official Frisk failed to see the infringement.
But the Bernabeu did not have to wait long to celebrate again as Real doubled their advantage six minutes later.
Scholes fatally conceded possession in the danger area, and once again Zidane served up the opportunity which Raul gratefully accepted with a left foot drive that flashed past Barthez.
Real were in danger of disappearing over the horizon, and only a brilliant save from Barthez kept out a trademark drive from Roberto Carlos.
The start of the second half provided little respite for United, and Raul took advantage of more defensive generosity to add a third three minutes after the break.
Figo was allowed time and space on the right, and when Raul was afforded the same luxury 20 yards out, he punished United savagely with a fierce left foot finish that left Barthez no chance.
United needed a lifeline desperately - and it was Van Nistelrooy who inevitably provided it after 51 minutes.
Iker Casillas saved brilliantly from Giggs, but United's master marksman was on hand to score.
And he almost struck again within seconds, forcing Casillas to dive bravely at his feet.
Van Nistelrooy's goal has injected United with a self-belief they had lacked before, and both Ryan Giggs and Gary Neville came close to reducing the deficit further.
Real Madrid: Casillas, Salgado, Hierro, Helguera, Carlos, Figo, Flavio, Zidane, Makelele, Raul, Ronaldo. Subs: Cesar, McManaman, Morientes, Guti, Portillo, Solari, Pavon.
Man Utd: Barthez, Gary Neville, Ferdinand, Brown, Silvestre,
Beckham, Keane, Butt, Giggs, Scholes, van Nistelrooy. Subs:
Ricardo, Blanc, Solskjaer, Forlan, O'Shea, Fortune, Fletcher.
Referee: Anders Frisk (Sweden).