Barcelona got what they deserved yesterday - sometimes they seem like a team with no gameplan at all. Like kids in the schoolyard - everybody running at their own pace, tempo and in random direction.
Benfica got an easy win against Kiev and deservedly goes through to the knockouts.
Chelsea will have a much more difficult opponent due to the goal conceded in the 94th minute, they did rotate heavily for this game but still - conceding 3 goals against Zenit isn't something they should have allowed. They might regret it really soon.