FC Barcelona and Liverpool, the last two champions of Europe, must face each other for a place in this season's quarterfinal.
Drawn to meet in the first knockout round of the Champions League, defending champion Barcelona will play the first leg at home and travel to five-time winner Liverpool for the second leg two weeks later.
"Everybody says Barcelona are one of the best sides in the world, so we have to upset the situation," Liverpool's Spanish manager, Rafa Benitez, said. "We have to be mentally ready to play against very good players."
Jose Mourinho will lead his Chelsea team against FC Porto, the team he coached to the title three seasons ago, while record nine-time champion Real Madrid faces four-time winner Bayern Munich.
AC Milan, champion six times, must get past Celtic, which won the title in 1967.
The other last 16 pairings are PSV Eindhoven versus Arsenal, Lille versus Manchester United, AS Roma versus Lyon and Inter Milan versus Valencia.
The first legs are on Feb. 20 and Feb. 21, with the second on March 6 and March 7. The final is on May 23 in Athens.
Barcelona, which has won only one of its six previous meetings with Liverpool, has played Chelsea three seasons in a row and faces an English team yet again.
"[Liverpool] is a team I like -- the past two champions of the competition will face each other and it will be an extraordinary tie," Barcelona president Joan Laporta said.
"They are a very strong rival which plays a very physical style of football and they have players we know well. We don't want to lose the title, we want to remain the team to beat," he said.
Mourinho led Porto to a 3-0 victory over AS Monaco in the 2004 final and then moved to Chelsea, immediately leading it to its first English league title in 50 years. He won the Premier League again last season but has since failed in the Champions League, being knocked out by Liverpool and Barcelona.
"Porto is a team with tradition in European football and is a team with ambition so they deserve respect from us and they will have it," Mourinho said. "Do we want to go to the quarterfinal? Of course. Are we confident? 100 percent."
Real Madrid has failed to win a major title for three seasons and now has a tough task to reach the last eight of the Champions League. While Madrid hasn't won European soccer's biggest title since 2002, Bayern has been waiting since a 2001 penalty shootout victory over Valencia.
Madrid knocked out Bayern the last two times they met -- in the quarterfinals in 2002 and in the round of 16 in 2004.
"It will be a tough match but a good one," Real Madrid's David Beckham said.
"It's a special game for me because it'll remind of the Champions League final [in 1999], when I was with Manchester United. I have a good feeling about it," he said.
United scored two goals in the final four minutes to beat Bayern Munich 2-1.
Madrid defender Fabio Cannavaro, who captained Italy to its World Cup triumph in Berlin, says he also has a good record against Bayern.
"It's a team that has a lot of experience and is used to winning, we just need to impose our own quality on them," he said. "It's a good draw because every time I've faced Bayern I've won."
Milan should be pleased to face Celtic, which is one of the outsiders of the 16 without a European triumph since its 1967 victory over Inter Milan in Lisbon. The Hoops reached the UEFA Cup final in 2003 and lost to Porto.
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