MANCHESTER, England - Real Madrid's Jude Bellingham struck a last-gasp goal to give the Champions League holders a 3-2 victory over Manchester City in an edge-of-your-seat first leg of their knockout phase playoff on Tuesday at the Etihad Stadium.

Kylian Mbappe and Brahim Diaz also struck for Real, to cancel out a double from City's Erling Haaland, setting up what should be a thrilling second leg on Feb 19 in Madrid between two of Europe's most famous teams and biggest rivals.

Haaland opened the scoring with his first career goal against Real in the 19th minute when Josko Gvardiol chested the ball down to the 24-year-old Norwegian, who volleyed into the far corner. The goal was given after fans held their breath through a four-minute VAR check for offside.

Mbappe levelled in the 60th minute with a rebound off a free kick, awkwardly looping the ball off his shin over goalkeeper Ederson and into the net.

Haaland struck from the penalty spot in the 80th minute - awarded after Dani Ceballos took down Phil Foden by his right knee in the box - sending keeper Thibaut Courtois the wrong way.

It was his 49th goal in 48 Champions League games.

But City have struggled to hold onto leads this season, conceding seven goals in the final 15 minutes of Champions League matches. And former City player Diaz pounced on a poor clearance by Ederson of Vinicius Jr's shot to tap home in the 86th minute.

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England international Bellingham scored the winner in the 92nd minute to groans from City fans after a shaky pass back from Mateo Kovacic to Rico Lewis saw Vinicius nip in and loop the ball over from the left. Bellingham got in front of John Stones to slot home.

"I'm happy for the goal and for helping the team," Diaz said. "I feel we played a great match, it's not easy here, against a pretty good team ... but there's still the second leg and the work is not finished."

Tough task at Bernabeu

Real and City failed to advance automatically to the last 16 as one of the top eight sides in the Champions League table, in the new league-phase format, meaning one of the tournament's top contenders will be eliminated early.

"It was a weird one. We played some of our best football of the season and ended up behind," Bellingham said.

"I think we were playing well and creating a lot. We were always confident throughout the game that something would drop for us. I don't care what form City are in, they are still an unbelievable team. It's always tricky to play against them and we finally took the chance at the end."

The clubs are clashing for a fourth consecutive year, having met in four Champions League knockout ties since 2020, although never this early in Europe's elite competition.

City boss Pep Guardiola has said the frequency of meetings makes it feel like a derby, while Madrid manager Carlo Ancelotti called the fixture a "modern classic."

"It's so raw and frustrating for everyone," City defender Stones said, summing up the home side's agony.

"We were in the game until so late and then it's two situations that happen and we concede ... We need to see games out better ... Today we had a great opportunity to go to the Bernabeu with a 2-1 lead. It's not done. We have to stay positive, which is difficult now."

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Ancelotti urged his players to keep their head for the return match. "We didn't deserve to be 1-2 down. We were really dangerous and defended really well. At the end of the day the victory is deserved," he said. "We have to stay calm. It's only the first half. Anything can happen at the Bernabeu."