Filippo Inzaghi broke the record as UEFA's all time record goalscorer as Milan beat Celtic 1-0 to finish top of Group D. The Bhoys also qualified for the knockout stages of the Champions League following Shakhtar Donetsk's 2-1 defeat to Benfica.
Milan were already qualified coming into this game and required just a draw to finish top of the group. Celtic needed a point to progress to the last 16 for a second successive year.
The Rossoneri rested their entire defence, as Carlo Ancelotti went for a back-four consisting of Cafu, Daniele Bonera, Dario Simic and Giuseppe Favalli. Zeljko Kalac also replaced Dida in goal, however the rest of the line-up was virtually at full strength. Filippo Inzaghi would become the record European club competition goalscorer of all time if he scored in this game.
Celtic made one change from the side that drew with Hearts at the weekend. Massimo Donati replaced Jan Venegoor Of Hesselink as Gordon Strachan opted for a five-man midfield, with Scott McDonald as the lone frontman.
Newly-crowned Ballon d'Or winner Kaka lifted his trophy to a rather empty-looking Milan crowd seconds before kick-off.
The tempo at the start of the game was painfully slow as Milan controlled possession inside the Celtic half without really trying to break through the backline.
Indeed it took until the 15th minute until either side made an attack of any note as Inzaghi won a free-kick right on the edge of the area. Andrea Pirlo laid the ball to Clarence Seedorf, who was making his 100th Champions League appearance, but his shot was charged down.
Kaka then burst into life, skipping past two challenges before being denied a run on goal by a fine challenge from Stephen McManus.
Milan upped the tempo a little and Ambrosini had a half-decent shooting opportunity but screwed his attempt wide.
On 25 minutes McManus gave the ball away carelessly and Kaka curled a fine effort from outside the box but it was comfortably wide of Artur Boruc's left-hand post.
Inzaghi then lost his man with a trademark near-post run and wasn't far away from connecting with Favalli's cross. SuperPippo had an attempt soon after but he hacked the ball horribly over.
The home side were forced into a change on 28 minutes as Simic limped off, replaced by Kaladze.
The game then slowed down to a pedestrian pace and the next effort on goal, Celtic's first of the game, came on 38 minutes as Jarosik fired in a harmless effort from 35 yards which was straight at Kalac.
Cafu was getting a lot of the ball down the right and whipped in a cross for Inzaghi, who's header was well off target. A minute before the break a short-corner caught Celtic sleeping and Seedorf toe-poked an effort over the bar.
Into the second half and Pirlo hit a bizarre free-kick from the left which swerved in at least two different directions before going wide.
Inzaghi then had perhaps the best chance of the match so far when he got onto the end of a ricochet, however he was forced wide and could not get his shot on target.
Milan were now playing as if they wanted to win the tie and the game became more open as a result.
On 55 minutes Celtic missed a glorious chance to take the lead. McManus' raking pass put Scott Brown clean through on goal, but he scuffed his shot abysmally wide.
A few minutes later there was a curious moment as Favalli put in a cross from the left and the whole Celtic team seemed to stop, expecting an offside decision. The flag stayed down and Inzaghi was left with an open goal but incredibly he headed the ball to Boruc, after thinking that play had stopped. The goal would have stood.
On 69 minutes Milan did take the lead and the goalscorer was inevitable. Kaka fed in Cafu, and the wing-back's cut-back was swept home from close-range by Inzaghi. It was SuperPippo's record 63rd goal in UEFA Club football history, overtaking the German legend Gerd Muller!
Aidan McGeady tried to respond with a long-range free-kick but it was simple for Kalac. Down the other end the evergreen Cafu burst forward and forced Boruc into a save.
Substitute Yoann Gourcuff then hit a rocket of a shot which fizzed over the bar as Milan looked for a second goal.
Celtic were looking ragged and had Boruc to thank as he made a superb reaction save to deny another substitute Cristian Brocchi. The Pole also stopped Inzaghi's follow-up but the striker was offside so it didn't matter.
On 81 minutes the away side launched a rare attack and Kalac made a fine save to push Brown's powerful shot around the post.
Brocchi was enjoying himself for Milan and he hit another fierce effort from 25 yards which Boruc had to get his full weight behind.
Celtic refused to give up and substitute Venegoor Of Hesselink had a half-decent chance but headed wide.
In injury time Kaka went on a mesmerising solo run, running half the length of the field, beating Hartley and rounding Boruc, before his goalbound shot was charged down by Sno.
There was still time for the lively McGeady to fire wide down the other end but it did not matter as Shakhtar Donetsk's 2-1 defeat to Benfica, means that Celtic qualify for the knockout stages.
Milan become the first team in history to finish top of their Champions League group for six years on the trot.
Milan: Kalac; Cafu, Simic (Kaladze 30), Bonera, Favalli; Gattuso, Pirlo (Brocchi 74), Ambrosini; Kakà, Seedorf (Gourcuff 69); Inzaghi.
Celtic: Boruc; Caldwell, Pressley, McManus, O’Dea; Hartley, McGeady, S Brown, Donati (Sno 71), Jarosik (Zurawski 78); McDonald (Venegoor Of Hesselink 65)
Ref: Ovrebo (Nor)
Goal: Inzaghi 70 (M)
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