Chelsea head to Madrid next week knowing that they will need one of their best-ever Champions League performances to make it into the semi-finals and continue their European title defence after falling to a 3-1 defeat at Stamford Bridge to a Karim Benzema-inspired Real Madrid.
In a pulsating first half that had the makings of a Champions League classic, Benzema headed in a stunning opener from a Vinicius Junior cross, before moments later he reproduced the trick to double Los Blancos' lead, Luka Modric this time the provider.
It could have been worse, but Chelsea held on and showed their own quality when a beautiful Jorginho cross was nodded in by Kai Havertz, handing the Blues a lifeline in the game.
That lifeline was squandered just a minute into the second half, however, as a horrible error from Edouard Mendy 25 yards out handed Benzema the chance to complete his hat-trick, and a man of his quality needed no second invitation.
The Blues moved to a back four and certainly improved as Real Madrid sat back in the second half, but created little and now know that they will need a monumental effort at the Santiago Bernabeu next week to turn the tie around and advance to the last 4.
Unsurprisingly, then, few in Chelsea blue stood out in 101's player ratings.
Edouard Mendy - 4
Just when Chelsea looked back in the game, Mendy handed Real Madrid a third a minute into the second half with an awful pass that allowed Benzema to complete his hat trick.
Reece James - 5
Left his teammates isolated with Vinicius in the first half, and could have left the scoreline looking far worse than 2-1. Was better in the second half when tasked with keeping the Brazilian quiet himself.
Andreas Christensen - 4
Failed to deal at all with Vinicius Junior, and was hooked at half time. A night to forget for the Dane.
Antonio Rudiger - 5
Booked in the opening 15 minutes and was unable to do anything for either of Benzema's headers. Should have done better for the third, however.
Thiago Silva - 5
Was part of a creaking defence in the first half, but was the best of a bad bunch. Was untested in the second.
Cesar Azpilicueta -5
Was probably misused being deployed on the left side, and could do nothing but watch on as his side crumbled on the opposite flank.
N'Golo Kante - 4
A rare off night for the Frenchman. Could not stop Modric and Kroos cutting through the Blues, and made way at half time for Mateo Kovacic.
Jorginho - 6
Provided a delicious cross for Kai Havertz to head Chelsea back into the game. Was overrun in midfield by Modric and Kroos as Kante wandered, and was taken off on the hour mark.
Mason Mount - 4
Worked hard but couldn't get into the game and was largely anonymous. Will be hoping for a very different second leg.
Kai Havertz- 6
Had one chance and took it. Showing Lukaku how a number 9 should be leading the Chelsea line.
Christian Pulisic - 3
Invisible in the first half, and was lucky to last beyond the interval. Was no surprise to see him hooked early in the second half.
Hakim Ziyech - 4
Was another that was dealt with well by the Real Madrid defence. Replaced Pulisic but could not get into the game.
Mateo Kovacic - 6
His introduction allowed his side more control in the game, and raised questions as to why he didn't start against his former side. Will surely be put in from the off in the return leg.
Romelu Lukaku - 3
Came on as a second-half substitute and, in a game where headers proved so key, headed the best chance of the second half wide of the post when it looked harder to miss. He needs to start firing, and fast.
Ruben Loftus-Cheek - 4
Did nothing to influence the game.
Thibaut Courtois - 8
Made one fantastic save with the score at 3-1 to tip an Azpilicueta effort over the bar. Despite the hostile return, was calm and confident behind his defence.
Dani Carvajal - 7
Motored up and down the right flank, while also keeping the Chelsea forwards quiet. Could well have had a goal for his efforts save for a goal-line clearance in the first half.
Eder Militao - 6
Booked early in the piece and ruled himself out of the second leg.
David Alaba - 8
An oasis of calm amid a tempestuous affair, Alaba continues to prove that filling the shoes of Sergio Ramos is no task too large for him.
Ferland Mendy - 6
Quietly effective, and his performance surely ranks as one of his best in a white shirt since he joined 18 months ago.
Toni Kroos - 7
Continued to defy logic as he shone on the biggest stage even at 32 years old. Faded as the piece went on and was replaced but certainly did his job.
Luca Modric - 8
Another of the old guard that continues to excel, Modric dictated play for Los Blancos, though, like Kroos, faded in the second half as Chelsea had more of the ball.
Casemiro - 7
Showed his experience by dropping into defence in the most important moments as Real came under increased pressure. Another quiet but brilliant performance from the Brazilian.
Federico Valverde - 8
Was preferred to Lucas Vazquez and fully justified his place. Ran with the ball well and offered a good foil for Caravajal against first Pulisic and then Ziyech.
Karim Benzema - 10
Europe's most lethal marksman continued to show his brilliance with a great header for the opener, following it up with an equally supreme second just moments later. The goal to complete his hat-trick may have been more opportune, but it was certainly deserved.
Vinicius Junior - 8
Hit the woodwork in the opening 10 minutes and will feel he should have done better. Provided a beautiful cross for the opening goal and terrorised Andreas Christensen in the first half. Saw less of the ball in the second but remained a constant threat with his pace.
Nacho Fernandez - 5
Came on for the injured Militao just as Chelsea began to threaten, and did little to stem the tide. Solid if unspectacular.
Eduardo Camavinga - 6
Had big shoes to fill when he entered the fray, and did his job well without being a standout performer.
Dani Ceballos- N/A
Came on with five minutes to go, and did nothing of note.
Gareth Bale - N/A
Came on with five minutes to go, and did nothing of note.