Manchester City's 2-0 win over Bayern Munich on Wednesday night was not enough to prevent them dropping out of this year's Champions League.
Roberto Mancini's side secured the win through goals from David Silva and Yaya Toure, but Napoli's 2-0 win over Villareal means they will now drop down to the Europa League.
The Premier League leaders thought they had the lead when Silva floated free-kick went straight in but referee Stephane Lannoy disallowed it for a foul by Joleon Lescott on Jorg Butt.
Silva was not to be denied six minutes from the break, however, when he volleyed home superbly after being set up by Edin Dzeko.
Sergio Aguero thought he had doubled the lead but former City man Jerome Boateng cleared off the line, before Silva and Gareth Barry saw further chances wasted.
Dzeko was again involed in City's second goal, slipping the ball through to Toure, who prodded past Butt.
At that point it seemed that Mancini's side would achieve the unlikely, but Napoli finally broke down a resolute Villareal defence and that was that.