Valencia shocked the large home crowd by going ahead after only 90 seconds through Vicente Rodríguez. Bremen came back in the second half, however, and following the dismissal of Carlos Marchena deservedly equalised through Miroslav Klose, before winning the match six minutes from time when the unmarked Angelos Charisteas turned in a pinpoint cross from Ivan Klasnic.
 Bremen had started the match without three of coach Thomas Schaaf's first-choice players. French defender Valérien Ismaël was suspended following his red card in the 2-0 defeat at FC Internazionale Milano a fortnight ago, while influential captain Frank Baumann and Finnish defender Petri Pasanen, both missed out through injury.
 Their absences meant Schaaf handed 22-year-old Christian Schulz his Champions League debut. Up front, meanwhile, the coach selected a three-pronged attack featuring Nelson Valdez, Klose and Klasnic.
 Visiting coach Claudio Ranieri also had injuries to contend with, and was missing Roberto Ayala, Pablo Aimar and striker Mista. The Italian had made several changes from the side that beat Real Racing Club Santander 2-0 at the weekend to keep Valencia top of the Primera División. Veteran full-back Amedeo Carboni came in for Emiliano Moretti, Rubén Baraja replaced Stefano Fiore in midfield, and Mohamed Sissoko made way for Marco Di Vaio in attack.
 The match was less than two minutes old when Valencia took the lead. An error by Schulz let in Vicente, and the Spanish international made no mistake, chipping the ball over Andreas Reinke. Although Valdez threatened briefly at the other end forcing Santiago Cañizares into a save at his near post, Bremen struggled to impose themselves against a well-organised Valencia side, and the visitors might have added to their lead.
 Valencia striker Bernardo Corradi broke through down the left and fired over from the edge of the box. Moments later, a shot by Miguel Angulo fizzed past a post. The home side responded on 26 minutes when a fine ball by Fabian Ernst put Valdez through on goal, but the Paraguayan pulled his shot just wide of the post.
 A minute later, though, and the home fans were breathing a sigh of relief as Valencia threatened a second goal. Di Vaio broke into the area, and after Reinke had blocked his shot Corradi could only head the loose ball over the crossbar.
 The second half was a different story. Bremen came out like men on a mission, and after Klasnic had threatened with a half-chance and Tim Borowski blasted a free-kick over the bar, their prospects were improved by the dismissal of Marchena. The Valencia defender was sent off for a second bookable offence on 56 minutes, and Ranieri immediately removed Di Vaio to send on another defender in Mauricio Pellegrino.
 The Bundesliga champions started to dominate the game, and were rewarded on the hour as Klose latched on to a ball into the box by Klasnic, and fired in from close range. Valencia were now on the back foot and happy to hold on for a draw, yet Bremen could scent victory.