Manchester United and Manchester City fans will look on in envious anguish on Friday when the draw for the last 16 of the Champions League is made at UEFA headquarters in Nyon.

Supporters who have been forced to endure chants of "Thursday night, Channel 5" since their failure to qualify from their respective groups last week will also learn who the two clubs will face in the last 32 of the Europa League.

That was the consolation prize each received for finishing in third place - something teams with United and City's ambitions may well consider more of a booby prize.

Before they discover their Europa League fate, the Manchester giants will take a look at what they could have won in a Champions League draw which contains most of the other usual suspects.

Chelsea narrowly avoided humiliation themselves after beating Valencia in their final Group E match to qualify and finish top, while Arsenal secured top spot in Group F with a match to spare.

Both therefore avoided the prospect of drawing fellow pool winners such as Barcelona, Real Madrid, Bayern Munich and Inter Milan, although there are plenty of other pitfalls from being paired with the sides who finished second.

AC Milan are the obvious team to swerve, as Chelsea boss Andre Villas-Boas acknowledges.

"There are, of course, a lot of top teams also in those runners-up spots," he said.

"One team with seven European titles and, for sure, those will be the ones to try to avoid."

Basel scream out as the dream draw following their against-all-odds victory over United but, beyond that, any one of Napoli, Marseille, Lyon, Bayer Leverkusen, Zenit St Petersburg and CSKA Moscow will present challenges - the latter two particularly as a result of the freezing temperatures in Russia in February and March.

Villas-Boas, whose Porto side played CSKA and Spartak Moscow in the Europa League knockout stages last season, said: "It happened to me last year in Porto twice and I have no problem with it.

"The synthetic pitch is also always difficult at CSKA but it's something that we think our players can handle.

"Zenit is a different story, a natural pitch.

"Of course, very, very cold. But normal circumstances."

Chelsea cannot draw Leverkusen and Arsenal cannot meet Marseille due to them being from the same group.

Villas-Boas added: "Any team from now on is extremely difficult.

"We've had from now on Chelsea going out in all the knockout phases, from last 16, from last eight, from semi-finals and from the final.

"What we wanted to try to do is win the trophy but it gets pretty difficult now."

It will certainly be easier without United and City, who will be in the Europa League draw immediately after the Champions League last-16 fixtures are revealed.

As one of the four best third-placed sides to have dropped out of the Champions League, they will face either one of the four worst third-placed sides or one of the runners-up from the Europa League group stage.

Ajax, Porto, Trabzonspor and Plzen are therefore possible opponents, as are the likes of Lazio, Udinese, Hannover and Lokomotiv Moscow.

United and City cannot face the other remaining English team, Stoke.

Tottenham and Birmingham both bowed out on Thursday night, as did Celtic.