Liverpool scraped through to the Champions League group stages after a less than convincing 3-2 aggregate victory following a 1-1 draw against Maccabi Haifa on Tuesday.
The 2005 champions were much the better side, particularly in a largely one-sided first half, but still suffered several late scares as Maccabi came close to snatching a shock result.
Beanpole striker Peter Crouch opened the scoring on 54 minutes with a near post header from Jermaine Pennant's cross after the former Birmingham and Arsenal winger had beaten defender Haim Magralishvili.
But nine minutes later Roberto Colautti tapped home the equalizer after Xavier Anderson made a storming run from midfield right at the heart of the Liverpool defense.
Pepe Reina kept out his shot at full stretch but was powerless to prevent Colautti mopping up the rebound.
The English Premiership team dominated the ball in the first half but it was Maccabi who came the closest to scoring on 21 minutes when Alain Masudi's strike was ruled out for a marginal offside.
Luis Garcia was at the heart of most of Liverpool's attacking probes in the first period and three times he was denied by Maccabi goalkeeper Nir Davitovitch.
Xabi Alonso also pulled the trigger on one occasion but his delightful, disguised curling effort sailed just inches wide.
Six minutes after the break, Alonso again went close with a free-kick.
Just three minutes later, though, Crouch managed his first ever European goal.
Maccabi then went close to snatching victory and taking the tie, which had been switched to Kiev over security fears in Israel, into extra time.
With eight minutes left, Collauti hit a stunning long-range curling shot that Reina tipped away.
Six-time European champions AC Milan advanced to the lucrative group stage of the European Champions League beating Red Star Belgrade 2-1
Two-time winner Benfica also made it after a 3-0 victory over Austria Vienna. Another former champion, SV Hamburg, reached the group stage when a 1-1 draw at Spain's Osasuna sent the Bundesliga club through on away goals.
A two-time runner-up, Valencia beat Red Bull Salzburg 3-0 to advance 3-1.
Initially banned from the competition due to its involvement in Italy's match-fixing scandal, Milan was given a reprieve on appeal and allowed back in at the third qualifying round.
Filippo Inzaghi scored with a header in the 28th minute after a perfect cross by Gennaro Gattuso from the edge of the penalty area.
The Serie A team doubled its lead in the 78th on a close-range shot by Clarence Seedorf, the only player to have won the title with three different clubs.
That gave Milan a 3-0 aggregate lead, but a minute later, Dusan Djokic's volley from close reduced Milan's advantage.
Benfica, a seven-time finalist which won the title in 1962 and reached semifinals last season, cruised into the group stage 4-1 on aggregate by outplaying Austria Vienna.
Rui Costa powerfully headed home a cross from Nuno Gomes, who added the second in first-half injury time. Armando Petit added a third in the 57th minute.
Tottenham Hotspur's new boy Dimitar Berbatov scored one goal and set up the second on his Spurs home debut as they beat visitors Sheffield United 2-0 at White Hart Lane on Tuesday.
The Bulgaria striker scored in the seventh minute and was instrumental in the second just 10 minutes later, scored by England international midfielder Jermaine Jenas. Berbatov, signed for ?10.9 million (US$20.6 million) in the pre-season from German side Bayer Leverkeusen, got his first goal in a Spurs shirt thanks to some impressive work from England winger Aaron Lennon.