Lille reached the Champions League knock-out stages for the first time after beating AC Milan 2-0.
Odemwingie (left) and Keita were the goalscoring heroes for Lille
Goals from Peter Odemwingie and Kader Keita saw the French side leapfrog AEK Athens into second in Group H, behind former champions Milan.
AEK came from two goals down to draw 2-2 at Anderlecht but they needed to match Lille's result to qualify and go into the Uefa Cup instead.
Lille became the first French side to beat AC Milan at home.
An exciting night of action in Group F saw Manchester United go through as winners ahead of Celtic.
United were heading out when Nelson put Benfica ahead but the hosts hit back with goals from Nemanja Vidic, Ryan Giggs and Louis Saha.
Celtic put in a woeful defensive display as they lost 3-1 to FC Copenhagen but Gordon Strachan's side had already qualified.
Victory was not enough to prevent Copenhagen going out of Europe.
AC Milan, Arsenal, Barcelona, Bayern Munich, Celtic, Chelsea, Inter Milan, Lille, Liverpool, Lyon, Man Utd, PSV Eindhoven, Porto, Real Madrid, Roma & Valencia
Arsenal and Porto played out a tame stalemate at the Dragao Stadium as both sides secured the point they needed to go through to the knock-out stages.
CSKA Moscow needed a win to have any chance of qualifying but lost 3-2 to 10-man Hamburg.
Rafael van der Vaart and Boubacar Sanogo scored in the last six minutes to seal victory for the German side after Timothee Atouba was sent off.
CSKA Moscow have the consolation of a Uefa Cup place.
Brazilian striker Ronaldo salavaged a draw for Real Madrid after a brace from Maxim Shatskikh had given Dynamo Kiev a 2-0 lead in Ukraine.
Ronaldo converted a corner in the 86th minute and added a penalty two minutes later after he had been fouled.
In the other game, Steaua Bucharest's Nicolae Dica became the first player to score a Champions League goal against Lyon this season in a 1-1 draw.
Lyon top Group E ahead of Real, with Steaua going into the Uefa Cup.