Status: Serie A runners-up Nickname: Rossoneri (Red and Blacks)
THE LEGEND: Over the best part of five decades, the team in the red-and-black striped shirts have proved themselves an international football behemoth, claiming four world titles, the European Cup/Champions League on seven occasions (1963, 1969, 1989, 1990, 1994, 2003 and 2007) and two Cup Winners' Cups in 1968 and 1973.
Of their four runner-up spots in Europe's elite competition (1958, 1993, 1995 and 2005), the latter was by far the most traumatic, losing on penalties to Liverpool after leading 3-0 at half-time.
CALLING THE SHOTS: Massimiliano Allegri
After taking over from Leonardo as Milan boss in the summer of 2010, this Tuscan-born coach immediately led the Rossoneri to an Italian title, the club's first national crown since 2004. In each of his two seasons in charge, his side have reached the Champions League knockout stages, beaten by Tottenham in last 16 in the 2010-11 and losing to Barcelona in the quarterfinals last term.
Formerly a goalscoring midfielder in the Italian top flight with Pescara, Allegri began his coaching career with a string of third- and fourth-tier appointments in the peninsula prior to taking over in 2008 at Sardinian outfit Cagliari where, despite wafer-thin financial resources, he firmly established them as a mid-ranking Serie A club.
While at Cagliari, he was voted coach of the season for 2008-09 and, in contrast to many ex-Milan bosses down the years, he has stood up to the club powers-that-be, notably when axing Brazilian superstar Ronaldinho. Not for nothing is he a particular favourite of Rossoneri owner Silvio Berlusconi.
THE GAME PLAN: Not especially known for his flexibility or love of risk-taking, Allegri's default formation over the past two years has been a 4-3-1-2, a system featuring two mobile front-runners and Ghanaian international Kevin-Prince Boateng in the "hole." Boateng is no classic playmaker, but is forceful in his approach and works the channels well (especially the left).
While the midfield three is narrow to say the least, the unit is a good mix of the subtle passing of Riccardo Montolivo, the tenacious bite of Massimo Ambrosini or Nigel de Jong and the box-to-box dynamism and goal threat of Antonio Nocerino.
Critics say Allegri's Milan play ugly football and are one-dimensional, but they can be very effective in providing a platform for the mazy dribbling skills of Robinho, Pato and Boateng in the attacking third.
Further options for Allegri could be a 4-1-2-1-2 with two wide men and one out-and-out enforcer or a 4-3-3, which has Boateng in the role of the "false" number nine. One thing is for sure -- Milan will be delivering a lot less long forward balls now that ace striker Zlatan Ibrahimovic has decamped to Paris Saint-Germain.
BIG HITTER: Robinho
Now in his third campaign at the San Siro following a £15 million move from Manchester City, the multi-skilled Brazilian winger is the most infuriating of performers: absolutely scintillating one minute, anonymous and wasteful the next.
While he has all the ability in the world, the 28-year-old has, up to now, never quite come to terms with the collective demands of the game. Dubbed the "new Pele" as a teenager at Santos for his extraordinary trickery on the ball, he has gone on to win 90 caps for Brazil and win domestic league titles with both Real Madrid (2007 and 2008) and AC Milan (2011).
CAPTAIN FANTASTIC: Massimo Ambrosini
This battling, ball-winning midfield dynamo has been in the first team at Milan for 17 years, taking over from the great Paolo Maldini as skipper in the summer of 2009. Now 35, he is Milan through and through, totally committed to the club cause; one need look no further for the reason he has suffered so many injuries during his career.
Very useful in the air at set pieces, Ambrosini has a reputation for saving his best, most barnstorming performances on Champions League nights.
A good run in the competition this season could see him clock up a century of continental matches, which would be some achievement.
NEW KID ON THE BLOCK: Riccardo Montolivo
Milan are convinced they have dramatically increased the creativity count in the middle of the park with the recent Bosman free arrival from Fiorentina of this technically gifted and versatile midfielder, able to weave his magic either as a deep-positioned playmaker, behind the strikers or in a semi-wide area.
With Fiorentina for seven seasons, Montolivo's decision to run down his contract with the Viola and move away for zero cost was not at all a popular move.
The Lombardy-born son of an Italian father and German mother, the 27-year-old was thought of for a long time as a "luxury player," someone with all the skills but not enough heart and application, but the sceptics have had to backtrack after he excelled at Euro 2012 for Italy.
SHOOTING STAR: Stephan El Shaarawy
Acquired at the start of last season from Genoa, the teenage left winger or second striker is one of Italian football's brightest young prospects, conspicuous not only because of his rooster-like hairstyle but also his verve, velocity and ball skills.
The son of an Italian mother and Egyptian father, the 19-year-old came to prominence during a loan spell at Serie B Padova in the 2010-11 campaign, and he is living a dream by pulling on the Milan shirt each week, as he was a childhood fan of the club and a big admirer of San Siro favourite Kaka.
SECRET WEAPON: Antonio Nocerino
Milan's high command got themselves a bargain in the summer of 2011 when they paid Palermo a derisory £450,000 for the brilliant midfield all-rounder; a player who, besides having a high work rate, drive and tactical appreciation, has proved himself a fine goal scorer for the Rossoneri, intelligent in his forward runs and a calm finisher.
The 27-year-old from Naples played his youth football at the Juventus academy and featured in the first team there in the 2007-08 season. Nocerino made his full debut for Italy in 2011 against Slovenia and earned his place in their Euro 2012 final squad.
THE WEAK SPOT: Milan boast any number of hard-running midfielders and support strikers, but are short on finesse players and a genuine No. 9.
With so many key men exiting stage left this summer (Ibrahimovic, Thiago Silva, Van Bommel, Gattuso and Seedorf), they lack big-time know-how and, in an obvious season of transition, the rebuilding process will inevitably take time.
Losing Silva is a huge blow and it will destabilise their defensive setup, while doubts persist about the quality of their full backs, Ignazio Abate and Luca Antonini. Using a 4-3-3 with forwards who do not relish tracking back is defensive suicide.
VERDICT: Milan are constructing a new, young side and should be happy just to make the knockout phase. A wise readjustment of their ambitions is required.
ZENIT ST PETERSBURG
Status: Russian champions Nickname: Sine-Belo-Golubye (Blue-White-Light Blues)
THE LEGEND: Zenit's finest hours in European competition came as they carried off their first European trophy in May 2008, beating Rangers 2-0 in the final of the UEFA Cup in Manchester. Three months later, they beat Manchester United 2-1 to claim the European Super Cup.
They qualified for the knockout stage of the Champions League for the first time last season, securing their ticket thanks to a second-place finish in an opening-phase pool that also featured FC Porto, Shakhtar Donetsk and APOEL Nicosia. However, they would go no further, as Benfica knocked them out in the second round.
CALLING THE SHOTS: Luciano Spalletti
This 53-year-old Tuscan has delivered on more or less every front since being given the Zenit keys late in 2009, guiding the side to a domestic league and cup double in 2010, a spot in the last 16 of the Champions League last term and another Russian championship in 2011-12.
Ambitious, self-confident and a man of strong principles, his career highlights include taking Empoli from the third tier of Italian football to Serie A in two consecutive seasons in the mid-1990s, Udinese's unexpected qualification for the Champions League in 2004-05 and the Italian coach of the year awards he picked up while at Roma in 2006 and 2007.
THE GAME PLAN: Spalletti is a smart coach and has left his fingerprints all over the Zenit project: the reduced space between the three lines of the team, their tactical flexibility -- they look the part in either his favourite 4-2-3-1 formation or a 4-3-3 -- and their taste for the spectacular. All are Spalletti trademarks.
Whatever their shape in midfield, they are the most impressive of engine-room machines, Igor Denisov serving as the intelligent libero in front of the back four and the likes of Roman Shirokov and Konstantin Zyryanov supplying the ball control, vision and clever inter-play.
Spalletti does not particularly like his full backs to push on, happy simply for speedy wide men Vladimir Bystrov and Viktor Fayzulin or Danny to do their thing. Striker-in-chief Aleksandr Kerzhakov can be relied upon to be hovering on the shoulder of the last defender, with big-money arrival Hulk expected to add a dynamic cutting edge.
BIG HITTER: Roman Shirokov
A stylish playmaker whose upright gait, delicate touch on the ball and penchant for doing the unusual gives him an air of the great Eric Cantona. Shirokov can both make and take chances and has that rare knack of sneaking into the box unseen. He scored five times in the Champions League last season to confirm as much.
Previously a central defender, his time at the back came to an abrupt end in Russia's 4-1 defeat to Spain in the opening game of Euro 2008, as Shirokov was badly at fault for two goals that day. After being dropped for the rest of the tournament, he was successfully shifted to a midfield slot by his club. Opinionated and eccentric, he is a powerful figure in the Zenit setup.
CAPTAIN FANTASTIC: Vyacheslav Malafeev
This reliable keeper has spent his entire career at Zenit, making over 300 appearances and contributing greatly to the team's emergence as Russia's No. 1 club. With that in mind, it's hardly surprising to note that he is very popular with Zenit's fans.
Russia's first choice between the posts at Euro 2012, the 33-year-old recently announced his decision to quit international football to spend more time with his family. Tragically, his wife Marina was killed in a car crash last year, leaving him with two children to care for.
NEW KIDS ON THE BLOCK: Hulk, Axel Witsel
The Zenit owners felt they needed to make a statement in the transfer market before their latest Champions League assault, and they did just that with their acquisition of Brazilian striker Hulk from FC Porto and Benfica's Axel Witsel in the final hours of the transfer window.
Powerful, direct and with a fearsome reputation, Hulk's £32 million price tag means he has plenty to live up to at Zenit, and some of his critics suggests the hype around him is not worthy of his talent.
Meanwhile, Belgian midfielder Witsel has been eager to insist his move to Russia has not been financially motivated. "The choice of Zenit is for sport and if I had moved to money, it would have been to a different Russian club," he said.
SHOOTING STAR: Igor Cheminava
This talented Russia Under-21 full back is back at his St Petersburg base following a loan spell in the second division with Sibir Novosibirsk, and he has the class to make a contribution to their European adventure this season.
A product of the club's youth academy, he was a key member of the Zenit side that won the national youth championship in 2009. This rising starlet made his pro debut for Zenit in March 2011, and coach Spalletti clearly sees potential in him. "We like what we see in Cheminava," the Italian tactician says. "He still has plenty to learn, but he also has much to offer. One for the future, but also one for the present."
SECRET WEAPON: Maxim Kanunnikov
An irrepressible, youthful front-runner capable of making things happen at the point of attack or out wide on the right, coach Spalletti was giving him plenty of first-team opportunities in the early part of the new campaign and he has not at all disappointed.
A Russia Under-21 international, Kanunnikov was on loan at Siberian side Tom Tomsk last year, but it seems as if he has now served his apprenticeship and will get his chance to shine in the Champions League.
THE WEAK SPOT: Due to the transition from a spring-autumn calendar to an autumn-spring model, Russian players have been on the treadmill for quite some time now and may be fatigued in the Champions League group phase. There must also be doubts over whether Zenit's host of Russia internationals will still be under a cloud after the national team's decidedly under-par Euro 2012.
When the opposition ups the tempo, Zenit can be ill at ease and, in the Portuguese-Belgian centre back pairing of Bruno Alves and Nikolas Lombaert, they lack some pace at the back. Finally, is Hulk as good as his admirers believe him to be? We are about to find out.
VERDICT: Few would question the quality of Zenit's slick combination play, but they must be more clinical in front of goal if they are to again make the last 16. Hulk needs to give them a cutting edge if they are to thrive.
ANDERLECHT
Status: Belgian champions Nicknames: Les Mauves, Sporting
THE LEGEND: No other Belgian team has played as many games in Europe as this Brussels outfit, racking up over 340 ties since 1955.
Triumphant in the Cup Winners' Cups of 1976 and 1978 and the 1983 UEFA Cup, their most noteworthy European Cup performances came in the 1980s, reaching the semifinals in 1981-82, when they were knocked out by Aston Villa, and 1985-86, when they lost to Steaua Bucharest. They have not appeared in the Champions League for six long and frustrating years.
CALLING THE SHOTS: John van den Brom
An elegant former Vitesse Arnhem, Ajax and Netherlands midfield strategist who is developing into an excellent coach, Anderlecht's shrewd decision to bring him in this summer to replace the much-criticised Ariel Jacobs was no whim.
While in charge of the Ajax youth team, Dutch second-division side AGOVV, and Den Haag and Vitesse in the Netherlands' top flight, Van den Brom looked a born leader and communicator. Straight after steering Vitesse to a most unexpected European qualifying slot, the 45-year-old was successfully headhunted by "Les Mauves."
In many ways, he could be compared to Dutch boss Louis van Gaal but without the confrontational attitude, both men sharing an unshakable belief in attacking football and giving a chance to young players.
THE GAME PLAN: Van den Brom was essentially recruited to give Anderlecht a more fan-friendly face. His predecessor, Ariel Jacobs, was often criticised for his safety-first tactics, and whether using a 4-4-2 -- which he seems to favour -- or a 4-3-3, VDB clearly is keen to restore risk-taking to the menu of applications.
The new coach has ditched one of the two defensive midfielders Jacobs used to swear by, has the team pressing further up the pitch and playing a higher line defensively and generally aims to avoid the negative ways of the recent past. Under Van den Brom, Anderlecht look much better balanced and that means more flexibility and more offensive options.
BIG HITTER: Cheikhou Kouyate
Anderlecht have done well to retain the services of this Senegalese centre back despite much overseas interest in his considerable talents.
First brought to Europe in 2007 by FC Brussels, Kouyate joined Anderlecht a year later, moving into the headlining bracket when switched from a defensive midfield role to the heart of the back four.
Now 22, he was seriously contemplating making himself available for the Belgian national team but ultimately opted to stay loyal to his African roots.
CAPTAIN FANTASTIC: Lucas Biglia
With this outstanding Argentine midfield holder reportedly hoping to leave in the offseason, the word in the media was that new coach Van den Brom would take away the armband from the 25-year-old. However, the Anderlecht coach knows a good field general when he sees one and, with no real head-turning offers on the table for Biglia, the former was happy to maintain the leadership status quo.
Very similar in style to the former Argentina and Real Madrid engine room regulator Fernando Redondo, Biglia specialises in anticipation and great distribution rather than tigerish tackling.
NEW KID ON THE BLOCK: Gohi Bi Cyriac
A lively Ivorian front-runner signed this summer in a £1.8 million deal from Standard Liege. Bearing in mind that the 22-year-old has twice damaged cruciate knee ligaments in the last 18 months -- the most recent accident occurring in December 2011 -- some believe Anderlecht are taking an unnecessary risk. The Brussels giants think otherwise.
He learnt his football at the ASCE Mimoasas academy, the famous centre in Abidjan where such Ivorian stars as Salomon Kalou, Gervinho, Yaya Toure and Emmanuel Eboue started out.
SHOOTING STAR: Dennis Praet
A brilliant 18-year-old prompt-and-probe merchant in the middle of the park, Praet has, for the most part, been used in small doses during his two years at Anderlecht, yet he now looks to be on the verge of a definitive first-team breakthrough.
Praet was a regular for Belgium at every level from Under-16 to Under-19. He arrived at the Parc Astrid from Genk in 2010 after dazzling for the Belgian side in their junior ranks.
He had at least two dozen of Europe's most prestigious clubs on his trail, but finally took the sensible option of staying in Belgium, not looking to run before he could walk.
SECRET WEAPON: Massimo Bruno
The teenage right winger could not have wished for a better start to the current campaign, coming off the bench to create a goal for Dieumerci Mbokani in the second leg of the Champions League eliminator against Limassol.
Signed from Charleroi in 2009, he was no stranger to Anderlecht, having played for the club's schoolboy side between the ages of 8 and 12 before moving on to Mons. He is a youngster with absolutely no nerves and is in his element when faced with a one-on-one against a backtracking opponent.
THE WEAK SPOT: Anderlecht lost a great deal of creativity and finishing power when the Belgian league's reigning player of the year, Matias Suarez, was ruled out for the first half of this season following a knee operation. He is now expected to sign for CSKA Moscow in January, so his input is likely to be lost for good.
Kouyate apart, "Les Mauves" are lacking in high-grade defensive operators and it's noticeable that they have no one to effectively bring the ball out from the back.
Making the step up from the Belgian league to take on some of Europe's finest will be tough, and few would be surprised if they come up some way short in that task.
VERDICT: Their days of European glory are long gone and are unlikely to return any time soon. They must be favourites to prop up Group C.
MALAGA
Status: Fourth in La Liga Nickname: Los Boquerones (The Anchovies)
THE LEGEND: After threatening to become the new "super team" of Spanish football following the arrival of wealthy Qatari investors, Malaga's rapid rise has been quickly followed by an equally dramatic demise, as the club have been plunged into a summer of financial turmoil following the wavering commitment of the owners.
Amid the chaos, coach Manuel Pellegrini and his players managed to retain their focus and plot a route into the group stages of the Champions League with a playoff triumph against Panathinakos. This will be their debut in the tournament, with their previous best run in European competition being an appearance in the 2002 UEFA Cup.
CALLING THE SHOTS: Manuel Pellegrini
This highly respected Chilean coach has fulfilled his part of the bargain he signed up for when he became Malaga boss in November 2010, but the backing he was promised for his long-term project has dried up in alarming fashion.
Pellegrini's achievement in securing a top-four finish in La Liga last season and getting his side into the Champions League group stages may have been fuelled by the money ploughed into the club, but his skills are now being tested to the full after star men Santi Carzola and Solomon Rondon were sold in a bid to cut costs.
"There was a period where we needed to sell players, but that should have stopped now that we are in the Champions League," he said. "We want to focus on football, nothing else."
THE GAME PLAN: Pellegrini has long been recognised as one of the shrewdest tacticians in the game, capable of applying subtle changes from the touchline that are more often than not beneficial to his team's hopes.
Losing Carzola and Rondon was a hammer blow and the fading stars signed to replace them are not certain to fill the void. Javier Saviola could be a smash hit at Malaga if he hits his peak form, but he has lacked consistency in recent years, while Roque Santa Cruz's loan move from Manchester City is very much a gamble given the Paraguayan's fitness and form issues.
A 4-5-1 formation may be Pellegrini's best bet given the players he has at his disposal, with plenty of pressure on Spanish winger Joaquin and attacking starlet Isco. Experienced defensive operator Martin Demichelis and French holding midfielder Jeremy Toulalan have key roles to play as leaders in the ranks.
BIG HITTER: Javier Saviola
Malaga needed to sign a player of proven quality to replace their departed stars, and Saviola was their marquee capture in the summer transfer window. This former Barcelona and Real Madrid attacking star was released by Benfica during the summer and insists he had no reservations about signing up for Malaga despite reports of their financial woes.
"It was not a difficult decision to come to Malaga; just the opposite," he says. "You can see that this is a team that has lived through some difficult moments together and they have responded well to the challenges. I couldn't be happier to be here."
CAPTAIN FANTASTIC: Duda
The leader of the Malaga side has been a persistently encouraging voice in a summer of concern, with the closure of the transfer window and assurances provided by the club's owners putting his mind at ease.
"It was a very difficult summer, we cannot deny that, but everything is quiet now and we can focus on the football again," says this former Sevilla star, who has been used as a central midfielder of late after being converted from a role on the wing.
NEW KID ON THE BLOCK: Roque Santa Cruz
Manchester City have blown many a million on signings who have not lived up to their price tag, and Santa Cruz may just be the most costly mistake, after the club's Abu Dhabi owners funded his £17.5 million move from Blackburn in June 2009.
This Paraguayan striker started a mere six games and scored just three goals for City in a spell that has been blighted by injury and a loss of form that was not entirely reversed during a loan spells at Blackburn and Real Betis.
Malaga took a chance when they signed this target man on transfer deadline day, but they had little option as the need to add extra striking power forced them to take a few gambles.
SHOOTING STAR: Fabrice Olinga
Not too many 16-year-olds get their chance to play in the Champions League, but this Cameroonian striker may be about to break that mould after earning a first-team breakthrough with Malaga. He made history by becoming the youngest player to score in La Liga after making a quick impact in his Malaga debut against Celta Vigo on the opening weekend of this season. Now for a few goals against Europe's finest?
SECRET WEAPON: Isco
Tottenham and Manchester United were among the clubs said to be chasing this 20-year-old attacking starlet during Malaga's turbulent summer, yet the club clung onto their most promising youngster and he will get his chance to play Champions League football in their colours after all. Pellegrini is a huge fan of his fledgling talents and will be pleased to have him at his disposal for the Group C challenge.
THE WEAK SPOT: Pellegrini admits the atmosphere in his dressing room has been adversely affected by the recent decisions made by the Malaga owners, with the increasingly negative vibe hovering over this club shattering the feel-good factor the playing staff at the club had been trying to generate.
"We have enough spirit and quality in the group to continue to compete, but there is some disappointment by what is happening," Pellegrini says.
A lack of Champions League experience is another obvious concern, with debutants in this competition generally prone to teething problems as they find their feet on the biggest of stages.
VERDICT: So long as Pellegrini is left in peace to get on with his work, he has the ability to put Malaga on the Champions League map. A place in the last 16 is within their grasp.
