Champions League play-offs and last 16: Who do Man City, Celtic face? Who could Arsenal, Aston Villa, Liverpool meet?
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Updated 31/01/2025 at 12:59 GMT
It is time to take the next step on the road to Munich, as the knockout stages of this year's UEFA Champions League get underway. The teams that finished the first league stage between ninth and 24th place will have to battle through a two-legged play-off to reach the last 16. But how does that path look? Who do Manchester City and Celtic face in the play-offs? Find out here.
'We want to avoid Manchester City' - Real Madrid boss Ancelotti braced for potential clash
Video credit: Eurosport
It has already been a UEFA Champions League campaign full of drama, twists and turns, upsets galore and entertainment aplenty.
And that is sure to continue as the knockout phase play-off draw was made on Friday, with some blockbuster clashes to come as the competition takes shape.
The league stage was a festival of European football that offered up some classic games, including the first 5-4 in the competition's history between Barcelona and Benfica.
It has been a season of firsts in the Champions League, with the inaugural play-off round set to get underway in February.
There are only eight more spots up for grabs in the last 16, and those in the new-look play-offs will be desperately vying for one of those spots. Who faces who - and what are the implications?
Who do Man City and Celtic face in the UEFA Champions League knockout phase play-offs?
Manchester City will take on 15-time winners Real Madrid in the knockout phase play-offs, while Scottish champions Celtic face Bayern Munich.
Due to Celtic and City placing 21st and 22nd respectively in the league phase standings, and the tournament adopting a bracket format from the knockouts with sides limited to just two potential opponents, they already knew that Bayern or Real awaited them.
City and Real have met in many high-profile European clashes in recent years, not least in the 2022/23 Champions League semi-final - when City stunned Carlo Ancelotti's side with a 4-0 hammering at the Etihad, before lifting the crown with a final victory over Inter.
Though it is the Spanish giants who have enjoyed the more recent success, having ousted the Premier League champions on penalties in last year's dramatic quarter-final, with the two unable to be separated after a 4-4 aggregate scoreline across the two legs.
Indeed, City and Real have met in each of the competition's last three iterations, as Ancelotti's side claimed the spoils in yet another dramatic clash in the 2021/22 semi-final - edging through 6-5 on aggregate.
Celtic and Bayern last met in a 2017/18 double-header as the Bundesliga giants claimed victory on both occasions, and Vincent Kompany's side will be eager to repeat such a feat with the Champions League final set to take place at their home stadium.
Either Bayer Leverkusen or Atletico Madrid await the victors of either play-off clash.
Who could Liverpool, Arsenal and Aston Villa face in UEFA Champions League last 16?
While the top eight sides will not find out their opponents until the last 16 draw on February 21, the bracket format means they have four possible opponents.
Liverpool finished top of the league phase standings, but there are no easy games in the UEFA Champions League, and they will now face the winners of PSG v Brest or Benfica v Monaco.
Arsenal ended their league phase campaign in third, and will take on the winners of PSV Eindhoven v Juventus or AC Milan v Feyenoord.
Aston Villa secured their spot in the top eight with an entertaining 4-2 triumph over Celtic, and will now face a mouth-watering encounter with the victors of Club Brugge v Atalanta or Sporting CP v Borussia Dortmund.
Full UEFA Champions League knockout phase play-off draw and path to quarter-finals
- PSG v Brest
- Benfica v Monaco
The winners will play either Liverpool or Barcelona in the last 16
- - -
- PSV Eindhoven v Juventus
- AC Milan v Feyenoord
The winners will play either Arsenal or Internazionale in the last 16
- - -
- Real Madrid v Man City
- Bayern Munich v Celtic
The winners will play either Atletico Madrid or Bayer Leverkusen in the last 16
- - -
- Club Brugge v Atalanta
- Sporting CP v Borussia Dortmund
The winners will play either Aston Villa or Lille in the last 16
The first legs of the knockout phase play-offs are 11/12 February, with the second legs on 18/19 February.
How does the bracket format work?

From the knockout phase play-off stage onwards, the UEFA Champions League takes a bracket format.
So how does it work? Well, sides who finished between ninth and 16th in the league phase standings are seeded, while those between 17th and 24th are unseeded.
Teams are then paired by their final position in the 'play-off' section of the table, so, ninth and 10th are paired, 11th and 12th, and so on, creating four pairs of seeded teams, and four pairs of unseeded teams.
So, when Celtic and City finished alongside one another in 21st and 22nd respectively, they knew they would face either Real Madrid or Bayern - who finished in 11th and 12th.
But what is the significance of the bracket format?
From here, teams who were paired together (take Bayern and Real as an example), will split off into separate sides of the draw, thus meaning they could not meet until the final.
During the draw, unseeded teams (17th-24th) were first drawn into a bracket position - which would ultimately determine their route to the final - should they make it.
Seeded teams were then drawn as the play-off fixtures took shape. Again, those paired together fell on opposite sides of the draw.
The same will happen again when the last 16 draw is made following the play-off fixtures. So, for example, City or Real will face either Atletico Madrid (who finished fifth) or Bayer Leverkusen (who finished sixth).
Say, for example, the winner of City/Real draw Atletico in the last 16, then Leverkusen will end up on the opposite side of the draw to face the winner of Bayern/Celtic.

Can teams from the same country face each other?
Yes, sides can face another team from the same national association from the knockout phase play-offs onwards.
And we will see that happen at this stage of the competition as Paris Saint-Germain are set to face fellow Ligue 1 side Brest.
The victors of that clash will face either Liverpool or Barcelona, so a tough draw certainly awaits one of the French sides.
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