Valencia - Manchester United squandered the chance to win their Champions League group on Wednesday after a lacklustre display got what it deserved in a 2-1 defeat to Valencia.
Already through to the last 16, Jose Mourinho made eight changes at the Mestalla, including a return for Paul Pogba, but United were largely outplayed by their Spanish opponents, who sit 15th in La Liga.
Carlos Soler's driven shot and a Phil Jones own-goal put Valencia two up early in the second half before United came alive in the final minutes after Marcus Rashford's header gave them brief hope.
Perhaps Mourinho and his players had assumed Juventus would win away at Young Boys but the Italians' surprise 2-1 loss meant United had first place within their grasp.
Instead, they go through as runners-up into Monday's draw for the last 16, with Real Madrid, Barcelona, Bayern Munich, Paris Saint-Germain, Borussia Dortmund and Porto all potential opponents.
Porto would probably be the favoured pick but on this evidence, they might feel the same about United. After all, Valencia also made changes, eight of them, with their fate resigned to dropping into the Europa League.
They had failed to score in six of their last eight Champions League games while poor form in La Liga has their coach Marcelino fighting for his future.
After drawing against Sevilla last weekend, their fans swung white handkerchiefs in the air to demonstrate their dissatisfaction.
Pogba, left out against Arsenal and Fulham, started here but contributed little, save for a glaring miss in the first half. Eric Bailly also came in but his partnership with Jones was rocky all night.
United made Valencia look like world-beaters in the opening 45 minutes. They were slow in possession and just as sluggish out of it. Frustration bubbled and burst, as a handful of tackles flew in and missed.
Valencia were excellent. Geoffrey Kondogbia and Dani Parejo both went close early on before another pinball session in the penalty area saw the ball land at the feet of Soler. He looked up, picked his spot and drove into the far corner.
Michy Batshuayi should have made it two but headed over and Mouctar Diakhaby could have had a penalty when denied a simple finish by the clambering Marouane Fellaini.
United had the occasional opening, the best of them falling to Pogba, who somehow stabbed wide after Fellaini's header offered him a tap-in from two yards. The flag of the assistant referee spared his blushes but replays showed he was onside.
Jones marched off at half-time shaking his head, having berated his midfield for failing to track back, but the interval brought no relief.
Almost as soon as they restarted, Romelu Lukaku misread a Bailly pass. Just as others had before, Bailly threw his arms up in frustration.
Soon after it was two, Soler's pass landing between Sergio Romero and Jones, with Batshuayi on the chase. Jones panicked, met the ball on the slide, and pushed it past his approaching goalkeeper and into his own net.
There were 43 minutes left but a United comeback never looked likely until Rashford, on as a substitute, headed home in the 87th minute. Jesse Lingard had done well to keep the ball alive before Ashley Young supplied the cross.
Juan Mata could even have equalised. Pogba's scooped ball over the top left him alone in front of goal but he missed the ball as he tried to volley on the turn. A point would have been more than United deserved.