The return of Ze Roberto from injury helped Bayer Leverkusen.get into the lead against Real Madrid but the European champions came back strongly to win in a great test of their character.
The Brazilian's return from injury allowed Bayer Leverkusen to take command in midfield and from that base they played adventurous and attacking football.
Michael Ballack almost gave Bayer the lead with a fierce free kick before Bernt Schneider turned inside the penalty area in the 27th minute to hit an accurate cross shot just inside the far post.
Real Madrid showed little in attack as they tried to cope with German attacks but Roberto Carlos equalised with a drive from a free kick at the edge of the penalty area.
Ballack put Bayer back into the lead with a swerving shot from 20 metres in the 43rd minute but Real took control of the second half to put such defensive lapses behind them.
Real then raised their game to score an important win that was a big test of the Liga team's desire and application.
Guti connected with a free kick in the 68th minute to launch a volley into the net and then Roberto Carlos scored a sensational second goal.
The Brazilian took two touches to set up a shot which arrowed into the top corner of the net from 25 metres to win the game and depress Leverkusen.
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