Champions League league phase draw: Pot 2

UEFA.com takes a look at the nine teams who are in Pot 2 for the 2024/25 UEFA Champions League league phase draw.

UEFA Europa League champions Atalanta and runners-up Bayer Leverkusen both feature, along with the national runners-up from England, Italy and Portugal.

UEFA coefficient rankings as at end of the 2023/24 season.

Leverkusen (GER)

UEFA coefficient ranking: 13
How they qualified: German champions
Last season: Europa League runners-up
Best European Cup performance: Runners-up (2001/02)

2023/24 season
It couldn't have gone much better. Twenty-eight wins, six draws and zero defeats in the Bundesliga was an extraordinary record, while Die Werkself also suffered few scares on their way to German Cup glory. Despite that remarkable success, the Europa League final defeat will still have hurt, and Xabi Alonso and his side will be keen for further adventures on the continent in the Champions League as they aim for another memorable campaign.

Atlético de Madrid (ESP)

UEFA coefficient ranking: 14
How they qualified: Fourth in Spain
Last season: Quarter-finals (L4-5 vs Dortmund)
Best European Cup performance: Runners-up (1973/74, 2013/14, 2015/16)

2023/24 season
It was not a vintage Atleti season, with Diego Simeone's side fourth in the Spanish Liga and knocked out at the semi-final stage of both the Spanish Cup and Spanish Super Cup. Los Colchoneros looked to have a path through to a fourth European Cup/Champions League final but were narrowly beaten by Dortmund in the quarter-finals after winning the first leg at home. Despite their near misses, French forward Antoine Griezmann enjoyed a productive campaign, scoring 24 goals in all competitions.

Atalanta (ITA)

UEFA coefficient ranking: 17
How they qualified: Europa League holders
Last season: Europa League winners
Best European Cup performance: Quarter-finals (2019/20)

2023/24 season
An impressive second half to the campaign, in which only champions Inter claimed more Serie A points, was enhanced by the opportunity to seal the club's first major honour in 61 years. Atalanta overcame a narrow Coppa Italia final loss to Juventus with an inspired performance in the Europa League showpiece against Leverkusen in Dublin, where Ademola Lookman became the first player to claim a hat-trick in the final of a major UEFA club competition since Mönchengladbach's Jupp Heynckes in 1975.

Juventus (ITA)

UEFA coefficient ranking: 19
How they qualified: Third in Italy
Last season: Not in European competition
Best European Cup performance: Winners (1984/85, 1995/96)

2023/24 season
Juve claimed their first trophy since 2021 with a 1-0 victory against Atalanta in the Coppa Italia final but were unable to mount a Serie A title challenge, finishing 23 points behind champions Inter and four behind runners-up Milan. Serbian forward Dušan Vlahović managed 18 goals in all competitions, while American midfielder Weston McKennie impressed with seven assists in the league.

Benfica (POR)

UEFA coefficient ranking: 20
How they qualified: Second in Portugal
Last season: Group stage, Europa League quarter-finals
Best European Cup performance: Winners (1960/61, 1961/62)

2023/24 season
A mixed bag for the Eagles, who were unable to retain their Portuguese Liga crown after being usurped by Sporting CP and lost in the semi-finals of both the Portuguese Cup and Portuguese League Cup. For the third successive season, however, they progressed to a European quarter-final, this time in the Europa League after finishing third in their Champions League group, before they eventually lost to Marseille.

Arsenal (ENG)

UEFA coefficient ranking: 22
How they qualified: Second in England
Last season: Quarter-finals (L2-3agg vs Bayern)
Best European Cup performance: Runners-up (2005/06)

2023/24 season
Arsenal's best Premier League points tally for 20 years was not enough to break Manchester City's grip on the title, as their rivals ended the season with nine straight victories to pip the Gunners to top spot by two points. The north Londoners were eliminated early on in both domestic cup competitions by Premier League opposition but reached the last eight of the Champions League for the first time since 2009/10, before being squeezed out by Bayern.

Club Brugge (BEL)

UEFA coefficient ranking: 25
How they qualified: Belgian champions
Last season: Europa Conference League semi-finals
Best European Cup performance: Runners-up (1977/78)

2023/24 season
Club Brugge got off to a disappointing start domestically and at one stage were 17 points behind league leaders Union Saint-Gilloise. However, the appointment of Nicky Hayen galvanised the team, and he guided the club to a 19th Belgian First Division title as the Blauw-Zwart remained unbeaten in ten games in the play-offs. They also came close to a first major European title after reaching the Europa Conference League semi-finals, only to be beaten by Fiorentina.

Shakhtar (UKR)

UEFA coefficient ranking: 27
How they qualified: Ukrainian champions
Last season: Group stage, Europa League knockout round play-offs
Best European Cup performance: Quarter-finals (2010/11)

2023/24 season
Shakhtar retained the Ukrainian Premier League title but were made to work hard for it, finishing only two points above Dynamo Kyiv. They also won a 14th Ukrainian Cup thanks to a 2-1 final win against Vorskla Poltava, but after coming third in their Champions League group and transferring to the Europa League, their continental hopes came to an early end with defeat by Marseille in the knockout round play-offs.

Milan (ITA)

UEFA coefficient ranking: 29
How they qualified: Second in Italy
Last season: Group stage, Europa League quarter-finals
Best European Cup performance: Winners (1962/63, 1968/69, 1988/89, 1989/90, 1993/94, 2002/03, 2006/07)

2023/24 season
Stefano Pioli's final season in charge of Milan ended with a second-place finish in Serie A, while his side were knocked out of the Italian Cup by Atalanta and lost in the Europa League quarter-finals to domestic rivals Roma. Forward Olivier Giroud proved he still had the golden touch at the age of 37 by finishing as top scorer with 17 goals in all competitions, but the Rossoneri will now have to replace the Frenchman after he departed to join MLS side Los Angeles FC.