Manchester United have been knocked out of the Europa League after a 2-1 defeat to Athletic Bilbao at the San Mames.
Goals from Fernando Llorente and Oscar De Marcos on the night have given the Spaniards a 5-3 aggregate victory.
Bilbao were dominant from the first whistle and made the vital breakthrough after 23 minutes when Llorente latched onto a floated ball over the defence before planting a volley past the helpless David de Gea.
The hosts nearly grabbed a spectacular second at the start of the second half when Andoni Iraola danced past the United defence before he put his shot wide.
Sir Alex Ferguson's side rarely threatened their organised opponents and were duly punished on 65 minutes when De Marcos fired into the roof of the net after the ball had broken to him in the area.
United pulled a goal back in the 73rd minute thanks to Wayne Rooney's curled finish from the edge of the box.
However, it was not enough for the Red Devils as they crashed out of Europe.