Arsenal wrapped up a remarkable comeback to qualify for the knockout phase of the Champions League on Wednesday but Celtic had their hopes snatched away by a controversial late penalty in Lyon.

An early goal from Robert Pires and a Freddie Ljungberg strike in the second half propelled Arsenal to a 2-0 win over Lokomotiv Moscow at Highbury to complete their climb from last place to top of Group B in the space of three matches.

"Three games ago no one expected to see us here," said Arsenal manager Arsene Wenger.

"When you look back to our first match at home, that 3-0 defeat to Inter Milan you have to say we've turned round the situation perfectly."

Celtic needed just a point to go through to the 16-team knockout phase but despite twice coming from behind, they crashed to a 3-2 defeat at Lyon after Juninho stroked in a decisive 86th minute

penalty.

It was awarded when Bobo Balde was adjudged to have knocked the ball away with his arm, but Martin O'Neill said referee Urs Meier was at fault.

"The referee will have to examine his own particular game during the night," O'Neill said. "It sounds like sour grapes but we'll have to deal with it. We are out of the competition, but he'll have to look at his own performance."

Another disputed penalty helped Bayern Munich to go through after a 1-0 victory over Anderlecht ensured the 2001 winners avoided a second consecutive humiliating exit at the first stage.

Claudio Pizarro collapsed under a challenge from Anderlecht defender Michal Zevlakov and Roy Makaay was clinical from the penalty spot.

But as Group A runners-up behind Lyon, Bayern face a tough challenge in the seeded last 16.

Bayern coach Ottmar Hitzfeld said his team would thrive on the pressure.

"I think we can play with less pressure on our shoulders in the last sixteen," Hitzfeld said. "I think

we can

still achieve something in the Champions League this season."

Juventus won Group D handsomely after achieving the biggest winning margin in Champions League history with a 7-0 drubbing of Greek side Olympiakos.

But Inter Milan followed Lazio's failure to qualify on Tuesday as they were held to a 1-1 draw in Ukraine by Dynamo Kiev and, like Celtic, must make do with the UEFA Cup place awarded to teams finishing third.

Inter coach Alberto Zaccheroni blamed his side's earlier defeats, including the 5-1 home thrashing by Arsenal last month, for their demise.

"To say we are disappointed is an understatement," he said.

"Unfortunately our elimination was down to our last two home games against Lokomotiv and Arsenal."

Deportivo La Coruna snatched second place in Group C behind Monaco by avoiding defeat by two clear goals at PSV Eindhoven - the 3-2 win for the Dutch side meant Deportivo went through and Real Sociedad made it a fine night for Spain by taking the runners-up

spot in Group D after a 1-1 draw with Galatasaray.

In London, Arsenal never looked in danger of not winning, in stark contrast to their opening three matches when they gained just one point.

The 1-0 win over Dynamo Kiev at Highbury and the spectacular defeat of Inter in Milan last month resurrected their hopes and they completed the job at Highbury.

Thierry Henry was the instigator of Pires' goal, the French striker dispossessing Lokomotiv captain Dmitry Loskov in the area before spotting his compatriot who smashed a low shot past Sergey Ovchinnikov.

Arsenal guaranteed their place alongside Chelsea and Manchester United in the last 16 when Ljungberg got on the end of Henry's hooked pass and the Swede made no mistake with a decisive touch over the goalkeeper after 67 minutes.

"It would have been a big disappointment not to qualify," said Wenger. "We're a stronger side in Europe now."

In Lyon's Stade Gerland, Celtic fell behind to Giovane Elber's opening goal but John Hartson levelled midway through the first

half.

The game was just six minutes old when Elber regained his goalscoring touch after a fallow month.

Juninho fired a superb, curling freekick to the top right hand corner and it bounced back into play off the crossbar into the path of Elber who nodded a precise header into the net.

Elber was very close to scoring again after turning on the edge of the box and curling a right-foot shot just wide of the left-hand upright with Lyon keeper Gregory Coupet well beaten.

Neil Lennon earned a yellow card for a high boot on to the thigh of Mahamadou Diarra but moments later the Lyon midfielder had fired a looping header close to the top right hand corner of Hedman's goal.

Then came Hartson's equaliser in the 24th minute. A long ball was headed back to Henrik Larsson by Sutton but his weak left-foot shot was easily blocked by Coupet.

Unfortunately for Lyon, the ball cannoned right into the path of Hartson who lodged the ball firmly into the back of the net through the legs of a home player.

Lyon, who slipped up by losing 1-0 to Anderlecht in their last fixture, went ahead soon after the break in spectacular fashion.

Juninho fired home with a 30-metre shot which dipped and swerved past Celtic's captain Hedman in the 52nd minute.

Then Florent Malouda hit a long ball to Elber who, in a one-on-one with Hedman and looking a good bet to fire home Lyon's third, managed to shoot over the crossbar.

O'Neill changed his formation midway through the half, bringing on Ross Wallace for Michael Gray and Mohamed Sylla for Hartson.

It was opportunism by Sylla which brought about the half chance from which Sutton scored in the 75th minute.

Defender Jeremie Berthod was surprised by the tenacious tackling of Sylla who dispossessed him on the right and crossed for Sutton to shoot a precise shot into the left hand side netting to the delight of the Celtic fans who had made the trip to the Stade Gerland.

A further dramatic twist was to come however with Juninho's winning goal to break the hearts of those Scottish fans.