Aston Villa 2-1 Chelsea
Gavin McCann scored late on against Chelsea to send Aston Villa into the semi-finals of the Carling Cup.
McCann struck in the 78th minute after Neil Sullivan had parried Juan Pablo Angel's shot into his path.
Angel had put Villa ahead in the first half with a brilliant solo run and stunning shot after 16 minutes.
Chelsea equalised when Joe Cole slotted home from Hernan Crespo's pass, but despite a late chance for Crespo they could not level again.
After some neat early passing moves from both sides it was the hosts who had the first real chance to break the deadlock.
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The biggest success for me on the night was our work-rate and belief
David O'Leary Aston Villa boss
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Mario Melchiot and Claude Makelele clashed on the edge of the Chelsea box and Darius Vassell raced in on goal, only to see his low shot blocked by the on-rushing Sullivan.
Jimmy Floyd Hasselbaink had Chelsea's best opening 15 minutes in when he latched onto Cole's incisive pass, but for once the Dutchman's radar was off-target and he blasted wide from the edge of the box.
Just a minute later, Angel weaved a spell of pure magic that made Hasselbaink pay for his profligacy.
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KEY MOMENTS
16 mins: Angel's stunning goal puts Villa ahead
40 mins: Sorensen saves well from Joe Cole
69 mins: Cole equalises
78 mins: McCann scores the winner for Villa
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Picking the ball up just inside the Chelsea half after William Gallas's mistake, Angel surged forward, left John Terry for dead and lashed in a sensational right-foot shot that swerved beyond Sullivan's reach and nestled in the back of the net.
Chelsea's two best chances to level fell to Cole. First he shot wide from 20 yards out, then he ran onto Damien Duff's pass to fire in an effort that Thomas Sorensen had to push around the post.
But Blues boss Claudio Ranieri was clearly not impressed with his side's lacklustre first-half display, and he replaced Makelele with Frank Lampard at the break.
The change provided the impetus for Chelsea to improve, but Ranieri was still not happy, and 10 minutes into the half he withdrew Duff and Glenn Johnson, sending on Crespo and Jesper Gronkjaer in their places.
Villa nearly responded by doubling their lead, Angel first hooking a volley narrowly wide and then driving a shot that Sullivan had to parry away to safety.
After 68 minutes Crespo poked wide when he should have scored, but he made amends a minute later when his left-wing cross was converted by Cole.
Chelsea looked likelier to go on and win the tie, but it was Villa who re-established their lead when Sullivan blocked Angel's shot into McCann's path and the midfielder made no mistake.
Crespo had a late chance to send the tie into extra-time, but he fired a volley over the bar and then Cole volleyed agonisingly wide in the dying seconds.
Aston Villa: Sorensen, Delaney, Mellberg, Johnsen, Samuel,
Hendrie (Hitzlsperger 69), McCann, Barry, Whittingham,
Vassell (Moore 52), Angel (Crouch 83).
Subs not used: Postma, Ridgewell.
Booked: Delaney, Sorensen.
Chelsea: Sullivan, Johnson (Crespo 55), Terry, Gallas, Babayaro, Melchiot, Geremi, Cole, Makelele (Lampard 45), Duff (Gronkjaer 55), Hasselbaink.
Subs not used: Desailly, Ambrosio.
Booked: Terry, Gallas.
Attendance: 30,414.
Referee: N Barry (N Lincolnshire).