Real Madrid were dumped out of the King's Cup by Valladolid on the away goals rule after the second division side claimed a deserved 1-1 draw at the Bernabeu on Wednesday.
Valladolid forward Xavi More grabbed the all-important goal when he cut inside defender Roberto Carlos and fired a low shot into the far corner 12 minutes from time to cancel out a Michael Owen strike and put his side into the quarter-finals.
Athletic Bilbao comfortably avoided a similar upset in their tie against third division Lanzarote when they recovered from a 2-1 defeat in the first leg to claim a crushing 6-0 win over the Canary Islanders at San Mames.
The performance of the night came from Bilbao youngster Fernando Llorente who scored a hat-trick and set up another as his side cruised to their 7-2 aggregate victory.
Earlier, Osasuna survived a stern test from Getafe to book a place in the quarter-finals with a 4-3 aggregate win.
The Navarrans, who won last week's first leg 2-0, were put under severe pressure throughout the all Primera Liga tie, but a fine double from midfielder Inaki Munoz allowed them to scrape through against the modest Madrid-based side.
Real Betis did the bare minimum to go through, drawing 0-0 with third division Mirandes after a comfortable 3-1 victory in the first leg.
Primera Liga strugglers Numancia also joined them in the next round after substitute Miguel Perez cancelled out a 1-0 first-leg deficit against second division Elche following the break and his side went through on penalties.
RISKY STRATEGY
Real, who once again adopted the risky strategy of fielding a side of second string players in the Cup, were outplayed by their determined second division opponents in the first half.
Valladolid midfielder David Sousa hit the bar with a dipping free kick in the sixth minute and strikers More and Roberto Losada were a constant menace to the Real Madrid back four.
Real's new signing Thomas Gravesen and Albert Celades were unable to take control in the centre of midfield, while strikers Owen and Javier Portillo barely had a sniff of the ball up front.
The home side's only clear chance of the half came three minutes before the break when Portillo had a long distance effort tipped over the bar by Valladolid keeper Francisco Lledo.
Coach Vanderlei Luxemburgo clearly did not like the look of what he saw in the first half and threw on Ronaldo, Raul and Zinedine Zidane in place of former youth team players Jurado, Javi Garcia and Portillo after the break.
Valladolid were the first to threaten once again and it took a brilliant reaction save from keeper Cesar to stop a rasping shot from More in the 52nd minute.
The in-form Owen looked as though he had secured his side a place in the next round when he raced on to a neat pass from Raul and fired a perfectly-placed angled shot inside the far post 20 minutes into the second half.
Real's celebrations were cut short, however, when the visitors drew level 12 minutes later thanks to More's fine individual goal.
Real, who were the losing finalists in last season's competition, join Barcelona, Valencia and Deportivo Coruna on the list of high-profile victims in this season's Cup.