Manchester United usually qualify for the last 16 of the Champions League
Wednesday proved to be a bad night for Manchester as the two big clubs, City and United, both went out of the Champions League.
United played in Switzerland against Basel, but were beaten 2-1 - a defeat which meant they finished third in Group C. Teams need to finish in the top two to qualify.
City played well to beat German side Bayern Munich 2-0, but despite the win they also ended up third in their group.
All is not lost for the two clubs though - they will now compete in the UEFA Europa League.