Werder Bremen beat Real Madrid 3-2 at the Weserstadion. The German side led through an early goal from Swedish striker Markus Rosenberg, but Brazilian star Robinho levelled in the 14th minute for Real.
Boubacar Sanogo put Werder back in front five minutes before the break - and Aaron Hunt made it 3-1 (58), before Ruud van Nistelrooy cut the deficit 14 minutes later.
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