Titleholders Barcelona were pitted against seven-time winners AC Milan in the draw for the 2011/2012 Champions League group stages held here on Thursday.

Aside from Milan, knocked out in the last 16 last term, Pep Guardiola's Spanish giants will also face FC Bate Borisov of Belarus and Viktoria Plzen in Group H.

Milan and Barca clashed in the 1994 final, with the Italians then managed by Fabio Capello dishing out a 4-0 drubbing to their Spanish rivals in Athens.

Man Utd to face Benefica

Manchester United, making a record 17th appearance in the world's top club competition, were the first of the 32 teams to be drawn out of UEFA's 'hat' by Portuguese legend Luis Figo.

Sir Alex Ferguson's three-time winners face Benfica, the Portuguese double winners from the early 1960s, FC Basel and Romanian outfit FC Otelul Galati in Group C.

Ferguson happy with draw

Manchester United boss Sir Alex Ferguson was delighted with his team's draw for the group stages of the Champions League on Thursday and was looking forward to another clash with Portuguese side Benfica.

United's bid to make amends for last season's final defeat against Barcelona is unlikely to end at the first hurdle after the draw which pitted the Premier League champions against Benfica, Swiss outfit Basel and Romanian newcomers Otelul Galati.

United's two matches against Benfica will evoke memories of the club's 1968 victory over the Lisbon club in the European Cup final at Wembley.

Inspired by Bobby Charlton and George Best, Sir Matt Busby's team were able to beat Eusebio's Benfica 4-1 in extra-time to win their first European Cup.

"It's an interesting draw with no real travel difficulties. We're looking forward to the games. We've played Benfica in the past - they're always great games. There's great history between the two clubs," Ferguson told uefa.com.

"Basel are doing really well. Swiss teams tend to bring lots of young players through their system, which is great. We have played them before, in 2002/03. We don't really know much about Otelul Galati but that's the beauty of the Champions League, you get fresh teams to play against," he said.

Real Madrid against Lyon, Man City face Bayern Munich

Luis Figo's former club, nine-time kings of Europe Real Madrid, come up against old foes Lyon of France, Dutch heavyweights Ajax (drawn in Real's group last term), and Dinamo Zagreb.

Friday's 32-team draw featured 11 previous winners and five newcomers, with among the debutants Ferguson's 'noisy neighbours', Manchester City.

Roberto Mancini's expensively assembled side were handed a tricky assignment with four-time winners Bayern Munich, who had to come through the play-offs, keeping them company in Group A.

Also on City's radar are Italian group stage first timers Napoli and Villarreal.

City football administrator Brian Marwood reflected: "We really believe we can go into this competition and do well with the spirit that we have."

Bayern Munich's director of sport Christian Nerlinger said: "This is a demanding group, but Bayern are the favourites," said Nerlinger, with the Champions League final on May 19 next year set to be hosted at Bayern's Allianz Arena in Munich.

"I would have prefered to have faced other teams, but we are pleased to accept the challenge. The team is up for it."

Gunners pleased too

Arsenal's tricky start to the season with star players Cesc Fabregas and Samir Nasri leaving the Emirates Stadium for pastures new was eased by their defeat of Udinese in the play-offs.

And the Gunners' reward for securing their 14th Champions League campaign was a match-up against Didier Deschamps' Marseille, Borussia Dortmund and Olympiakos.

"The first priority was to get there but I think we are quietly pleased with draw. We have played some of our opponents before so we are looking forward to it," Arsenal club secretary David Miles said.

Chelsea to see Valencia, Leverkusen challenges

Chelsea, the fourth representative from the Premier League and last season's quarter-finalists, are in Group E with Valencia, Chelsea new recuit Juan Mata's old club, Bayer Leverkusen and Genk.

Chelsea communications director Steve Atkins remarked: "Every draw throws up challenges and this is no different, and I have spoken to Andre Villas-Boas and he certainly feels that too.

"Valencia is a formidable team and a very difficult place to go with their support - Juan Mata will be returning there a little bit more quickly than he thought!

"Bayer Leverkusen is also a difficult one and we will be delighted to meet up with Michael Ballack again, and Genk too are full of talent and should not be underestimated."

Inter Milan and CSKA Moscow in a group

Last season's quarter-finalists and three-time champions Inter Milan come up against Russian outfit CSKA Moscow, Lille and Trabzonspor, called up to replace Fenerbahce who were denied taking up their group stage ticket over a match-fixing probe, in Group B.

Group G comprises another former winner of the competition in FC Porto, who face Shakhtar Donetsk, Zenit St Petersburg and APOEL Nicosia.

The long road to the Munich final starts on September 13 with the opening salvoes of this season's group stages.

The top two placed teams in each group advance to the first knockout round, with the third-placed teams dropping down to the Europa League.

Group stage draw:

* Group A: Bayern Munich, Villarreal, Manchester City, Napoli

* Group B: Inter Milan, CSKA Moscow, Lille, Trabzonspor

* Group C: Manchester United, Benfica, FC Basel, FC Otelul Galati

* Group D: Real Madrid, Lyon, Ajax, Dinamo Zagreb

* Group E: Chelsea, Valencia, Bayer Leverkusen, Genk

* Group F: Arsenal, Marseille, Olympiakos, Borussia Dortmund

* Group G: FC Porto, Shakhtar Donetsk, Zenit St Petersburg, APOEL Nicosia

* Group H: Barcelona, AC Milan, BATE Borisov, Viktoria Plzen