Samuel Chukwueze scored a late winner in the tie as Villarreal stunned Bayern Munich to reach the Champions League semi-finals for the first time in 16 years.
Unai Emery masterminded a 1-0 first-leg win in Spain, but a dominant Bayern looked seemingly in control once Robert Lewandowski broke the deadlock in the 52nd minute at the Allianz Arena.
But, with just his side's second shot on target across both legs, Chukwueze levelled on the break in the 88th minute to give Villarreal the lead on aggregate - and earn them an historic victory against the six-time European champions.
They will face the winner of Liverpool versus Benfica in the last four, a contest Jurgen Klopp's side currently lead 3-1 on aggregate.
"It's an extraordinary feeling, it was not easy for us," said Emery. "We are moving forward step by step, we had a quarter-final, very difficult, but our goal before this game was not to give a good image of us, it was to qualify.
"To achieve something, you have to do important things and beat the favourites. That [round of 16] game against Juventus gave us a lot of confidence.
"In the semi-finals, we will try to create circumstances so that we have our chances. Liverpool are a great team and Benfica too. It will be a great semi-final to enjoy."
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