Nicolas N'Koulou (L) of Marseille and Robert Lewandowski (R) of Dortmund battle for the ball during the UEFA Champions League group F match between Borussia Dortmund and Olympique de Marseille at Signal Iduna Park on December 6, 2011 in Dortmund, Germany.

Olympique Marseille astonished German champions Borussia Dortmund when they came behind from 0-2 to win 3-2 owing a powerful performance at second half to seal Champions League last 16 place with a late goal on Tuesday.

Borussia Dortmund needed support to advance at Champions League, as they had to wrap up a decent victory meanwhile group rivals Piraeus had to lose against Arsenal in London. Thus Dortmund took over control from kick off against passive Marseille in front of home crowd.

At the 23rd minute Dortmund's efforts were rewarded when midfielder Jakub Blaszczykowski slotted home from penalty area for the 1-0 lead. With 32 minutes into the match, referee Howard Webb awarded the host a penalty after foul play inside penalty area that was converted by Dortmund defender Mats Hummels to double the lead.

Dortmund dominated the match but remained short on accuracy consequently passive Marseille surprised Dortmund with a goal out of the blue at the injury time of first half through striker Loic Remy.

After interval Dortmund seemed still dazed by Marseilles goal, so with the French runner up was able to take over.

Within two minutes Olympique were able to seal Champions League round of last 16 owing to goals by midfielder Andre Ayew and striker Mathieu Valbuena who terrifically slotted the 3-2 decider from penalty line with all time and space.

Dortmund are out of all European competitions as Piraeus defeated Arsenal London 3-2 at the other match of Group F.

However, Arsenal finish on top of group F with 11 points followed by Marseille with 10 points, Piraeus with nine points and Dortmund on last position with four points.

"We actually played well. Until the first half everything was good but in the second it looked completely different," Dortmund coach Juergen Klopp said.