Leipzig were 3-0 up mid-way through the second half thanks to goals by Manchester City loanee Angelino, Amadou Haidara and Justin Kluivert at the Red Bull Arena
Manchester United manager Ole Gunnar Solskjaer admitted his side struggled to cope with conceding two early goals as they crashed out of the Champions League on Tuesday with a 3-2 defeat at RB Leipzig who reached the last 16.
Leipzig were 3-0 up mid-way through the second half thanks to goals by Manchester City loanee Angelino, Amadou Haidara and Justin Kluivert at the Red Bull Arena.
United pulled back goals in the final ten minutes as Bruno Fernandes converted a penalty and replacement Paul Pogba scored with a deflected header, but Leipzig held on.
"We didn't front up until they scored the second goal," said Man Utd manager Ole Gunnar Solskjaer.
"We knew they would come at us and put crosses into the box, but we conceded two early goals and never got going."
The German club's victory avenged their 5-0 drubbing by United at Old Trafford in October.
BREAKING: Manchester United are out of the #UCL after losing 3-2 to RB Leipzig in their final group game— Sky Sports News (@SkySportsNews) December 8, 2020
"The boys fought hard, they are machines," said delighted Leipzig coach Julian Nagelsmann.
Leipzig needed just two minutes to take the lead after Angelino's stunning opener.
"It feels very good. We made it difficult until the last minute, but at the end of the day we stayed strong," the Spanish fullback said.
"I'm so happy that we got the win."
Solskjaer made five changes from the side which won 3-1 at West Ham at the weekend, including Luke Shaw at left-back for his 150th appearance after recovering from a hamstring injury.
Pogba, whose agent has said the midfielder is "unhappy" at Old Trafford, started on the bench, but his late header gave United hope in Germany.
The hosts took the lead with just two minutes gone as Marcel Sabitzer's cross-field pass was met by left-back Angelino and his left-foot strike flew past David de Gea.
The United goalkeeper was beaten again on 13 minutes when Haidara finished a move he started by volleying home.
⏰ TONIGHT'S RESULTS ⏰#UCL— UEFA Champions League (@ChampionsLeague) December 8, 2020
It could have been 3-0 moments later when Emil Forsberg ahot wide from close range with the goal at his mercy.
A speculative Mason Greenwood header and a half-chance by Marcus Rushford were all United produced in the opening half hour.
Leipzig had a goal disallowed when Ibrahima Konate headed onto the post and Willi Orban tapped home only to ruled offside by VAR.
United tightened their defence in the second half with Donny van de Beek replacing left winger Alex Telles, while Pogba came on for the final half hour.
United threatened as Fernandes fired wide and then hit the post, just before more poor defending allowed the hosts to grab their third goal.
Paul Merson says Ole Gunnar Solskjaer 'got it horribly wrong' as Manchester United were knocked out of the Champions League after losing 3-2 to RB Leipzig. pic.twitter.com/e79ebBibqy— Sky Sports Premier League (@SkySportsPL) December 8, 2020
Leipzig coach Julian Nagelsmann boosted his attack by bringing on forwards Yussuf Poulsen and Kluivert, who snapped up a Sabitzer cross and chipped De Gea with 69 minutes gone.
There was drama in the closing stages after Konate brought Greenwood down and Fernandes converted the penalty on 80 minutes.
Pogba then met a Fernandes deep corner unmarked at the far post and his header deflected off Konate to make it 3-2 on 82 minutes, but Leipzig held on in the tense closing exchanges.