Chelsea take on Barcelona, Real Madrid face Juventus and AC Milan return to Manchester, scene of their 2003 European Cup triumph, following Friday's draw for the first knockout round of the Champions League.

All eight ties will be eagerly awaited as Europe's top clubs begin the sudden-death phase of the tournament which reaches its finale in Istanbul on May 25.

Whoever is still standing will have earned their right to be there the hard way because there are no lightweight ties once the competition restarts at the end of February.

Chelsea are relishing the opportunity to take revenge on Barcelona who knocked them out at the quarter-final stage five seasons ago. They will also be praying that history does not repeat itself.

In 1966, Barcelona beat Chelsea 5-0 in a semi-final playoff in the old Inter Cities Fairs Cup and in 2000 they crushed them 5-1 in the second leg of their Champions League quarter-final after Chelsea won the first leg 3-1 in London.

"From our point of view it is an exciting tie," club secretary David Barnard said.

"We respect Barcelona, that's one thing... but we do not fear them. We've got a bit of history with them in the Champions League so it will be interesting."

The draw has pleased Chelsea manager Jose Mourinho, who worked as an assistant coach at Barcelona when they beat Chelsea in 2000.

"I won with Barcelona against Chelsea in 2000 and now would like to go there and win with Chelsea," he said. "I'm very happy because it's a great place to play. Since I left in 2000 I've not been back and now I go back as European champion and Chelsea manager so it's a fantastic feeling for me."

Barcelona president Joan Laporta said: "It will be difficult but I think it will be a great match."

OLD RIVALS

Another standout tie pitted nine-time champions Real Madrid against Juventus, managed by former Real boss Fabio Capello.

"If we could have chosen our rivals we would have chosen someone else," Real Madrid midfielder Guti said. "It would have been better to have been paired with a team that would let us play a little more, like Monaco."

Juventus vice-president Roberto Bettega was upbeat.

"Obviously with Real it's going to be difficult," he said. "They've got a lot of quality in Ronaldo, Zinedine Zidane and so on, but we know them very well and you've got to use whatever knowledge you have of a team to find a weakness."

The clubs have met 10 times since 1962 with Real winning six ties -- including the 1998 final in Amsterdam -- and Juventus four, including a semi-final victory in 2003 when they came back from a 2-1 defeat to triumph 3-1 in the return.

AC Milan return to Old Trafford to face Manchester United, the Italians being the only major European side United have not met during manager Alex Ferguson's 18-year reign at Old Trafford. Ferguson predicted before the draw that fate would throw the two clubs together.

"They have had a fantastic spell under Carlo Ancelotti's influence," Ferguson told Manchester United's website. "They are one of the most experienced teams in Europe, but I am looking forward to it."

Milan director Umberto Gandini said: "They're a great team... certainly one of the most competitive and they've won everything they could under Alex Ferguson."

POIGNANT MEETING

There is poignancy in the meeting as AC Milan were the first club United met in Europe after the 1958 Munich air crash which all but wiped out the team known as the Busby Babes following their European Cup quarter-final victory over Red Star Belgrade.

An inexperienced United team beat Milan 2-1 in the first leg at home but lost the return 4-0.

Milan also ended United's reign as European champions when they defeated them 2-1 on aggregate in the 1969 semi-finals, the last time the clubs met competitively.

Champions Porto, ranked by English bookmakers William Hill as the 66-1 outsiders, face Inter Milan for the first time in European competition, while Arsenal take on Bayern Munich in another mouth-watering clash.

The tie may bring together the two contenders for the hotly contested Germany goalkeeping spot -- Jens Lehmann of Arsenal and Oliver Kahn of Bayern.

German champions Werder Bremen meet French champions Olympique Lyon for the first time since Bremen overturned a 3-0 first-leg deficit to win a UEFA Cup third-round tie 4-3 on aggregate in 1999-2000.

Liverpool play Bayer Leverkusen and PSV Eindhoven face last season's runners-up AS Monaco.

The first legs take place on February 22 and 23 with the return games in early March.

Dates for Champions League first knockout round matches:

First leg

Tuesday, February 22: Real Madrid (Spain) v Juventus (Italy); Liverpool (England) v Bayer Leverkusen (Germany); PSV Eindhoven (Netherlands) v AS Monaco (France); Bayern Munich (Germany) v Arsenal (England)

Wednesday, February 23: Porto (Portugal) v Inter Milan (Italy); Barcelona (Spain) v Chelsea (England); Manchester United (England) v AC Milan (Italy); Werder Bremen (Germany) v Olympique Lyon (France)

- -

Second leg

Tuesday, March 8: Chelsea (England) v Barcelona (Spain); AC Milan (Italy) v Manchester United (England); Olympique Lyon (France) v Werder Bremen (Germany)

Wednesday, March 9: Juventus (Italy) v Real Madrid (Spain); Bayer Leverkusen (Germany) v Liverpool (England); AS Monaco (France) v PSV Eindhoven (Netherlands); Arsenal (England) v Bayern Munich (Germany)

Tuesday, March 15: Inter Milan (Italy) v Porto (Portugal)

- -

Quarter-finals:

First leg - April 5-6

Second leg - April 12-13

- -

Semi-finals:

First leg - April 26-27

Second leg - May 3-4

- -

Final: May 25, Istanbul