MANCHESTER UNITED'S all-stars suffered a Europa League humiliation in Bilbao. Alex Ferguson's men were sent packing 5-3 on aggregate after being completely outplayed at the San Mames Stadium.
Fergie picked big guns Wayne Rooney, Ryan Giggs and Ashley Young in attack as he looked to overturn the 3-2 first-leg deficit.
But the visitors were rocked after Fernando Llorente volleyed home a pearler midway through the first half.
And Oscar de Marcos' strike on 65 minutes killed off a below-par United to send Bilbao through to the quarter-finals.
United were given a huge early scare when Iker Muniain rattled the post with David De Gea well beaten, before Oscar de Marcos snatched at the rebound and somehow blazed over with the goal at his mercy.
But the Spaniards soon took the lead as Llorente's expertly taken volley beat De Gea and nestled into the far corner. With Atheltic now leading 4-2 on aggregate, United suddenly needed three goals - a task which looked beyond Fergie's players, who seemed second best all over the park.
Llorente, doubtful beforehand with a hamstring strain, was replaced by Gaizka Toquero five minutes before the interval.
And the replacement appeared even more dangerous than the Spanish international with a lively display. Ferguson decided against any changes at the break as United sought to reduce the arrears. But it looked as though the visitors needed an extra man at the back as Bilbao came again.They still needed two more goals in the final 10 minutes, though, and De Marcos almost sealed it only to drag his effort wide from an acute angle.
Danny Welbeck stung Gorka Iraizoz's fingertips two minutes from time and United were soon tucking their tails behind their legs.
De Marcos shot wide before combining with Markel Susaeta to set up Andoni Iraola. But instead of shooting, the full-back weaved his way past three defenders inside the United box only to spoil his hard work by flicking the ball narrowly wide.
Moments later, Iraola crossed for Toquero but, unmarked, he lifted his shot over. Chris Smalling and Paul Pogba came on for Rio Ferdinand and Michael Carrick before Rooney appeared hurt after a fierce tackle near the touchline.
He managed to continue, however, and produced a sublime effort from 25 yards to drag United into the game.
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