Marseille 1-1 FC Porto
Besiktas 2-1 Liverpool
Chelsea 2-0 Schalke 04
Rosenborg 2-0 Valencia
Real Madrid 4-2 Olympiacos
Werder Bremen 2-1 Lazio
AC Milan 4-1 Shakhtar Donetsk
Benfica 1-0 Celtic
GOALFLASHES AND MAJOR INCIDENTS (all times BST)
Player of the day: He may have ended up on the losing side but Celtic keeper Artur Boruc gets your vote with a mark of 8.17. Florent Malouda is top dog for Chelsea on 7.50 and Liverpool's players are scratching around on fours and fives.
"Benitez rating: 2." ElSquirrel on 606
2150: All is not lost for Liverpool. Arsenal and Newcastle have been in the same boat within the last five years but plotted a steadier course through the second half of the group stage to progress. However, it is looking a touch dicey for the Reds and Celtic, who still can't win on the road. At the other end of the spectrum, Arsenal and Manchester United are now the only teams boasting unblemished records in this year's competition. Thanks for your company. Until next time.
AS THE GROUPS STAND
Group A: Marseille stay on top and Liverpool drop to fourth place, six points behind the French and four adrift of second-placed Porto.
Group B: Chelsea lead the way with Rosenborg in second place. As someone mentioned earlier, that 1-1 draw between the Blues and the Norwegians doesn't look so bad now.
Group C: Real Madrid went into the day level with Olympiacos but now boast a three-point advantage over the Greeks. It's bunching up behind the Spaniards.
Group D: AC Milan take over pole position and are level on six points with Shakhtar Donetsk. Benfica draw all square with Celtic on three points, with the Scottish league leaders bottom of the pile on goal difference.
2140: Plenty to reflect on but you suspect BBC Radio 5 Live's 606 will be dominated by Liverpool fans. Tim Lovejoy is standing by so call him on 0500 909 693 or drop the team a text on 85058. Alternatively get tapping on 606...
2138: FULL-TIME Besiktas 2-1 Liverpool
A deafening din in Istanbul. The home fans want the whistle and their calls... or prayers... are answered.
"Benitez must go." Welshy, in Scotland, via text on 81111
"Rafael Benitez got his selection policy completely wrong. You saw what Crouch did within a minute of coming on he made the goal for Gerrard. It's not pretty but it's about making changes that affect the game."
Mark Lawrenson, BBC Radio 5 Live pundit
"Liverpool's group record from the season when they won the C/L: P:6 W:3 D:1 L:2. Confirmation all is not lost, we hope."
dirk-kuyt18 on 606
"Bring back Paco Ayesteran, all is forgiven! We haven't been the team we should be since Rafa's former assistant left! Benitez needs help."
Gregg, in Liverpool, via text on 81111
"Watching Liverpool tonight was like having sex with your secretary and your wife turning up."
Craig Howarth, via text on 81111
2137: Desperate defence from Besiktas and Peter Crouch fails to hit the target with a free header. In fact, his effort goes in completely the opposite direction.
2136: Liverpool are throwing everything at Besiktas.
2135: FULL-TIME Benfica 1-0 Celtic
It is now 15 games without a win on the road in the Champions League for Celtic. While they never really looked set for three points, missing out on a deserved one will come as a blow following that late Benfica clincher.
2134: FULL-TIME Chelsea 2-0 Schalke 04
Comfortable and a first home win at Stamford bridge in almost two months.
2133: GOAL Real Madrid 4-2 Olympiacos
Real break and Javier Balboa scores with almost the last kick of the game. They have made heavy weather of this against 10 men but it's three points at the end of the day.
2132: A last chance for Celtic and Artur Boruc goes up for a Paul Hartley free-kick. The delivery loops to the back post but John Kennedy can't hook the ball back into the mixer.
2130: GOAL Besiktas 2-1 Liverpool Ali Tangodan fails to Liverpool ball into the box and his poor headed clearance is met by Steven Gerrard who scores with a flying header.
2129: GOAL Benfica 1-0 Celtic
Oscar Cardozo finally gets his name on the scoresheet. He brings the ball down off his chest in the box and fires beyond the exposed Artur Boruc.
2128: Rodrigo Tallo lashes a shot in on the Liverpool goal but Pepe Reina saves low at his post.
2126: GOAL Besiktas 2-0 Liverpool
That's that then. The Black Eagles break and while Bobo made a balls up of things a few minutes ago he keeps his cool now and slots the ball through Pepe Reina's legs. Cue pandemonium in the stands.
2125: A let off for Chelsea as Alex's tug on a Soren Larsen is not spotted by referee Peter Frojdfeldt who waves away Schalke's frantic appeals.
2124: GOAL Real Madrid 3-2 Olympiacos
Robinho won the penalty from which Ruud van Nistelrooy couldn't score, so the Brazilian takes matters into his own hands and puts the Spanish side ahead. He controls Van Nistelrooy's pass well and lashes the shot home.
2124: GOAL Werder Bremen 2-1 Lazio
Christian Manfredini gives the Italians a lifeline.
2123: Liverpool look to play the ball out from the back and should be regretting that decision as Bobo has a great chance to wrap things up for Besiktas. A cross comes in from the right but the Brazilian balloons a shot over.
2121: GOAL Marseille 1-1 Porto
That is not a result Liverpool will want to see. Lucho Gonzalez pulls Porto level.
2120: Lucas Leiva comes on for Javier Mascherano in the Liverpool midfield.
2119: It's not only Liverpool who desperately need a goal. Benfica need one too. If not their hopes are pretty much up in smoke.
2118: Oscar Cardozo is proving a thorn in Celtic's side, although a slightly blunt one as he's yet to actually score a goal his energetic display deserves. The Paraguayan climbs well in the box but his header is weak and straight at Artur Boruc.
2117: Real Madrid look set to take a long-awaited lead against Olympiacos as Christos Patsatzoglou fouls Robinho in the box. But Ruud Van Nistelrooy blazes the penalty way over the bar, Jonny Wilkinson-style.
2115: Into the last 20 minutes in Istanbul and it is do or die for Liverpool now. Don't they know it to. Yossi Benayoun and Steven Gerrard inject a spurt of speed into their play with a one-two on the right but brave keeping by Hakan Arikan, who is off his line quickly, denies Gerrard.
2112: GOAL Marseille 1-0 Porto
Goals flying in left, right and centre and here's one in Liverpool's group. Mamadou Niang breaks the deadlock at the Stade Velodrome which means Olympique could match Manchester United and Arsenal in boasting 100% records after three games.
2111: GOAL AC Milan 4-1 Shakhtar Donetsk
Another one for Clarence Seedorf and the flood of goals for the Rossoneri will see them leapfrog Shakhtar into top spot in Group D, Celtic's group.
2110: GOAL Real Madrid 2-2 Olympiacos
Huge relief for Real as Robinho heads them level against 10-man Olympiacos at the far post after Sergio Ramos' deep cross. Can the Greeks survive? They're still on for a famous draw.
2109: Bobo is played into the Liverpool area and manages to fend off a challenge from Jamie Carragher but fires his shot two yards over Pepe Reina's crossbar from 12 yards out.
2107: Benfica's Oscar Cardozo controls a long ball forward, spins and shoots. His effort from the edge of the area rebounds off the base of Artur Boruc's right post.
2106: GOAL AC Milan 3-1 Shakhtar Donetsk
Clarence Seedorf restores AC Milan's two goal cushion with an effort that goes in off the post from Andrea Pirlo's corner.
2105: GOAL Rosenborg 2-0 Valencia
Looks like two home wins in Group B and that plays right into Chelsea's hands. Vidar Riseth makes it two for Rosenborg.
"Chelsea's 1-1 against Rosenborg isn't looking so shabby now is it?" Kyle, in Edinburgh, via text on 81111
2104: A change for Liverpool with Yossi Benayoun on for the ineffective Jermaine Pennant.
"I'm watching the Liverpool game in a pub and the Red fan next to me just stormed out in disgust before shortly returning, finishing his pint and sneaking off again."
Ahmato, in Birmingham, via text on 81111
2103: Steven Gerrard watches a dropping ball all the way and makes a sweet connection on the volley but his low drive shaves the post, the wrong side of the post. A rare bright spot for a largely listless Liverpool.
"Rafa just tries to prove who's boss sometimes with some of the decisions he makes. I don't know what's worse at the moment. Standing on the platform at Wigan waiting for a train back to Liverpool or desperately hoping for a Liverpool goal flash to pop up!"
Lui, from the Wirral, via text on 81111
2102: Schalke 04's late replacement Soren Larsen heads on to the Chelsea woodwork. The ball rebounds into the palms of Petr Cech. Right place at the right time for the Czech.
2101: Celtic's Aiden McGeady finds space but his shot on goal is fisted behind by Quim.
2057: GOAL Werder Bremen 2-0 Lazio
The Germans look good for the points as Hugo Almeida doubles their advantage.
2055: GOAL Rosenborg 1-0 Valencia
A real surprise in Chelsea's group as the Norwegians take the lead with an effort from Yssouf Kone. Santiago Canizares got body to ball but couldn't stop it dribbling over the line.
2052: GOAL AC Milan 2-1 Shakhtar Donetsk
Hope for the Ukrainians as Cristiano Lucarelli pounces on a loose ball in the box. That's the Italian's ninth goal against AC Milan and a deserved reward for the 400 Livorno fans who have come to support Shakhtar and watch their former striker, a club legend, in action.
2048: GOAL Real Madrid 1-2 Olympiacos
Julio Cesar gives 10-man Olympiacos a shock lead at the Bernabeu as he volleys in a free-kick from the right. The Real Madrid fans are stunned and you would be able to hear a pin drop if they weren't all booing.
2047: GOAL Chelsea 2-0 Schalke 04
Just as in the first 45, a fast start from the Blues. Paulo Ferreira's freed down the right and his low cross is glanced in off the head of a diving Didier Drogba at the near post. The striker's blowing kisses to the crowd like an opera diva. They love him round here really.
2045: These 16 teams have been outscored in each of the opening two rounds of group matches by the other lot and they have some to go to reverse that trend. They need 17 second-half goals to match last night's haul. We're averaging a smidgeon over 20 goals for each night of the Champions League so far.
2040: Sami Hyypia can't stop scoring. Seems harsh but the Besiktas goal, their first in the group stage, has been given as an own goal. It's the Finn's second OG in two games.
Player rater: Celtic keeper Artur Boruc is head and shoulders above everyone else, as he was with that late clawed save before the break. His score of 9.00 easily shades Chelsea's best of 7.17 for Florent Malouda and Javier Mascherano's 6.08, which is the best of a bad bunch for Liverpool. See things differently? Well, it's in your control so get involved and mark the players out of 10.
"Liverpool can't lose this game. What started out to be a pleasant start to the season has turned into a bitter run of results. I think Rafa needs to scrap his rotation policy once and for all... or we need to scrap him. Anyone agree?"
NeverWalkALone on 606
"Keep the faith you redmen, we will turn this around."
Scoopex, in Birmingham, via text on 81111
Chill out time... well, almost for Liverpool. Jermaine Pennant is hit by an object thrown from the crowd after taking a corner and a minute more of action and they turn for the tunnel.
2028: Benfica are turning up the heat on Celtic now. Chris Killen throws himself at a shot to block in the box and Artur Boruc flicks a looping header from Konstantinos Katsouranis over the bar with the last millimetres of his fingers. Good job he didn't cut his nails before the game.
2025: If Celtic really have had just 33% of the ball a good proportion of that has come in the last 10 minutes. Scott Brown's rising shot whistle's past Quim's right stick.
2022: Real Madrid have failed to make their extra man tell against Olympiacos, while Benfica haven't really done much despite having 67% of possession against Celtic. That can't be right.
2019: When they were players Gordon Strachan's Aberdeen beat a Real Madrid side featuring Benfica boss Jose Antonio Camacho in the 1983 Cup Winners' Cup final.
2018: Fine reaction save from Benfica keeper Quim to deny Celtic's Chris Killen.
2017: Florent Malouda's left-wing centre picks out the run of Michael Essien, but he flicks a header straight at Manuel Neuer with the goal at his mercy.
2016: Was it Marco van Basten who described Ryan Babel as being like Thierry Henry? Well, the Dutchman darts in from the left and with minimal backlift fizzes a shot narrowly over. Not too dissimilar from the Frenchman there, although there was no Gallic shrug to round it off.
2014: GOAL Werder Bremen 1-0 Lazio
Werder Bremen are second in the Bundesliga but have yet to win in Group C. Well, they're going about things the right way tonight with a goal from Boubacar Sanogo.
2013: Schalke have the ball in the back of the net but Carlos Grossmuller's effort is ruled out for offside. A very tight call but maybe just on the off of offside.
"Imagine Liverpool losing tonight and then against Arsenal. Their season would be over already."
Easy. There's still plenty of time and they're not playing too bad.
champ-league we'll be back on 606
2009: Schalke's an industrial town and their players are resorting to industrial tactics, if such a thing exists. If it doesn't, it does now. They are getting frustrated at their inability to get on the ball and Jermaine Jones hacks at Wayne Bridge to earn a booking.
2007: A crazy tame header from Aiden McGeady deep in the right-back area and Leo latches on to the ball and storms into the area. Oscar Cardozo has a swinger at the pull back but makes no contact.
2005: Liverpool have responded well to the setback of going behind. Steven Gerrard and Dirk Kuyt link up with a fast forward one-two on the edge of the area which opens Besiktas up like a book but the skippers shot is blocked by Hakan Arikan.
2002: John Arne Riise's long-range effort is tipped over by Besiktas stopper Hakan Arikan. Being a keeper you guessed it, he's wearing number 84.
2000: GOAL AC Milan 2-0 Shakhtar Donetsk
Alberto Gilardino heads in number two for him and his team. Win and AC Milan join the Ukrainians on six points at the top of the table.
1959: GOAL Besiktas 1-0 Liverpool
It has gone bananas at the Inonu Stadium as Besiktas take the lead with a bobbler, messy goal. Bobo breaks to the byeline, Steve Finnan slides in to hit the ball clear and then it's like a pinball machine. Jamie Carragher, Serdar Ozkan and Sami Hyypia all get touches before it goes in. Despite Ozkan getting the nod intially, it is soon chalked up as an own goal to Hyypia.
1958: Isolated boos for Didier Drogba at Stamford Bridge following his recent petulant rants to the press. Is the Ivorian having some sort of midlife crisis. He's also honorary captain of the New York Giants for Sunday's NFL showdown at Wembley against the Miami Dolphins. Strange but true.
1957: RED CARD Olympiacos
It's all happening in the Spanish capital. Vassilis Torosidis has been sent off for a professional foul. Real Madrid and Olympiacos are locked together at the top of Group C.
1956: Some joker in the crowd in Portugal is refusing to give the ball back. OK fella, we've all seen you. You've had your 15 seconds of fame, now get on with it.
1954: On their last away trip Celtic were two goals down to Shakhtar Donetsk by now so things are looking up for Gordon Strachan's men.
1953: GOAL Real Madrid 1-1 Olympiacos
Former Atletico Madrid player Luciano Galletti despatches the ball with a sweet curling left-footed side-footed effort which gives Iker Casillas no chance. All square and a fast start to the evening.
1952: GOAL AC Milan 1-0 Shakhtar Donetsk
AC Milan are 10 points off the pace in Serie A in 11th spot and have won just one of their last six games in all competitions but tend to save their best for Europe. Alberto Gilardino puts them in front.
1951: Liverpool go close but Rodrigo Tello clears Andriy Voronin's header off the line.
1949: GOAL Chelsea 1-0 Schalke 04
Deary me. Schalke keeper Manuel Neuer gifts Chelsea the perfect start as a cross-cum-shot from Florent Malouda squirts through his legs.
1948: GOAL Real Madrid 1-0 Olympiacos
A dazzling start for Real after the weekend reverse to Espanyol. Raul gets his name on the scoresheet after a Greek error allows Real in on goal.
1947: Benfica's fans look to have had enough of their side's stuttering form. Plenty of empty seats in Portugal.
1945: Here we go. It's 2145 local time in Istanbul.
1943: The teams are out and the music has had an airing. Now on with the action.
"Chelsea will win 5-0. Fact. As for Liverpool and Celtic, I think we're going to top last night's Great Britain result with three clear wins. Celtic are due their away glory.
Gav White, in Glasgow, via text on 81111
1940: A real boost for Chelsea. Kevin Kuranyi has injured himself in the warm-up and is out of the starting XI. Soren Larsen comes in at the 11th hour.
"A real boost for Chelsea would be Shevchenko retiring. They wouldn't have to pay his wages or worry Grant will play him ever again."
Alex via text on 81111
"If watching Arsenal last night was like making love to a beautiful woman, and watching rangers like losing your virginity, watching both English teams tonight will be like making love with the wife: not overly exciting but you know what you're getting. Expect two victories for the English clubs and another loss for Celtic on their travels in Europe."
Bob McInroy, in Glasgow, via text on 81111
1938: As well as getting involved on 606 you can also send us a text at any stage of the evening via the magic number. No, not three. 81111. Are there any fans at Stamford Bridge for this one? What was it last time, 24,000 or something?
1936: These sides have never met before, but Chelsea are unbeaten at home against German opponents and Schalke have never won in England.
"Asamoah and Kuranyi are Schalke's danger men. Kuranyi scored with a rare opportunity against England so the Chelsea defence will have to be on guard so that he doesn't get any opportunities, even in the unlikely event that Cech drops a cross like Robbo did."
LFCBenitez on 606
1934: Mystic Meg's words could be more pertinent than Mirko Slomka's today as it's Roman Abramovich's 41st birthday. The Scorpio's horoscope reads: "You have a sense of adventure and a can-do attitude that can transform things at work." See, these people really do know. She's going on about that exciting adventurous football the Russian's been banging on about.
1931: Despite their change in fortunes on the pitch, Schlake coach Mirko Slomka is up for the challenge in west London. "There is no reason why we shouldn't be optimistic for this game," he has said.
"Schlake?!? Breaking News: Footballer Bernd Schneider is planning a new ballet on ice.
Combining his name and his favourite other ballet on ice (Swan Lake), he plans to call it Schlake."
RebelArmyRedDevil on 606
1929: Schalke 04's form has gone south. They had won four matches on the spin without conceding but have failed to win either of their last two games and have slipped from second to fifth in the Bundesliga. They drew at lowly Rostock at the weekend.
1926: New manager Avram Grant has gone about things in his own quiet style and, whisper it equally quietly, but he might be winning around the Chelsea fans. OK, the Blues remain in the unaccustomed position of seventh in the Premier League, but things have picked up in recent weeks and they have won their last three games and are unbeaten in five. You want another number? It's 261 minutes since they conceded a goal.
1924: Chelsea have not won at home for almost two months and of course their last Champions League match at Stamford Bridge was Jose Mourinho's final game in the hot seat.
1921: Benfica won for the first time in five matches at the weekend and have lost both their Champions League matches this season. That makes it three Champions League defeats in a row, a club record.
"Come on Celtic! I think we have set up the right way so it's up to the players now! I hope Brown and Donati turn it on in the middle."
Scotbroon on 606
1918: And while the Scottish league leaders lost at the weekend against Rangers, Benfica could be ideal opponents to break their duck in Europe.
1917: Celtic's travelling travails have been well documented. They have never won on the road in the Champions League and have lost their last five. In total it is one point from a possible 42.
1915: The last time Celtic played Benfica it ended 3-0 to the home side. As it did the time before that. And the time before that. And the time before that. Four games and four 3-0 wins for the hosts.
1913: And there's a nice little omen in the mix for Liverpool. As well as Istanbul being the scene of their 2005 Champions League triumph, the last time Rafael Benitez came up against the Black Eagles his Valencia side went on to win the Uefa Cup. Sweet.
1911: It is almost four years since Besiktas last picked up three points in the Champions League at home. Add to that they are the only team in the groups so far yet to score and coach Ertugrul Saglam is serving a touchline ban.
1907: The stats suggest a win is well within Liverpool's grasp despite some stumbling recent form. Besiktas are right up with the pace in the Turkcell Super Ligi, two points off top spot and unbeaten at home and they came from two goals down to beat Trabzonspor at the weekend. But they have also yet to win in the Champions League and how long do you reckon it is since they won at home in this competition?
1904: In fairness, only a win will do for Liverpool, otherwise they'll be drifting down a dubious sounding creek scrambling for a paddle, if there is one. They are in Istanbul against Besiktas and that's where BBC Radio 5 Live are as well. Alan Green, John Murray and Mark Lawrenson are in situ by the Bosphorus.
1901: Argument breaks out straight away on 606. LandDownUnder reckons things won't be as entertaining as last night, while MadRedSupporter says it will be more entertaining. Don't think we'll be getting 11 British goals, but two wins and a draw will do nicely.
1858: TEAM NEWS Benfica v Celtic
Celtic skipper Stephen McManus is fit to start in the heart of defence alongside John Kennedy. Paul Hartley returns and Chris Killen is handed the lone role in attack.
1855: TEAM NEWS Besiktas v Liverpool
Dirk Kuyt and Andriy Voronin get the nod in attack. Jermaine Pennant and Ryan Babel start and Xabi Alonso is back from injury to take up a spot on the bench after five weeks out.
"Excellent. We will have a fully fit Torres for Carling Cup."
Phyrex on 606
1853: TEAM NEWS Chelsea v Schalke 04
Wasn't Wayne Bridge last seen renewing his season ticket to the Chelsea treatment room? Well, rather like 606, he's back from the dead to play for the Blues at left-back. Claude Makelele also starts. Juliano Belletti and Mikel Jon Obi make way.
1850: Good news to start things off. A technical guru somewhere has breathed life into 606 which was in a moribund state last night so get involved and join the madness of life over there as and when the mood takes you.