Nabil Bentaleb scored two penalties for Schalke, but the hosts conceded twice late on as Manchester City took control of their UEFA Champions League last 16 tie.
AS IT HAPPENED
90+5' FULL-TIME: SCHALKE 2-3 MAN CITY
A crazy and ultimately bitterly disappointing end for Schalke, who must have thought they were set for a memorable win. But all is not lost ahead of the second leg in England on 12 March.
90+1' FIVE MINUTES OF STOPPAGE TIME
There have been a couple of injuries this half that have required players to have treatment, plus the use of VAR, all of which has contributed to the lengthy additional time.
90' MAN CITY GOAL: RAHEEM STERLING
Heartbreak for Schalke as Sterling beats Oczipka to a long ball, cuts into the box and tucks in what is surely the winner to put City 3-2 up.
88' DE BRUYNE OFF, ZINCHENKO OFF
Next change for the visitors, with former Bremen and Wolfsburg midfielder Kevin De Bruyne taken off. Shortly afterwards, Amine Harit comes on for Schalke, replacing Uth.
85' MAN CITY GOAL: LEROY SANE
Caligiuri commits a clumsy foul about 10 yards outside the Schalke area and it's ruthlessly punished. Sane steps up to take and and whips an unbelievable strike over the wall and into the top corner. Sensational stuff.
83' HALF-CHANCE FOR SCHALKE
Uth is first to a loose ball in midfield and immediately drives forward towards the City area. The defenders back off him, giving him time to pick a pass to Skrzybski over to his left. Walker is in his way and the young Schalke forward is too hurried in his efforts to shoot, and is easily blocked.
78' MCKENNIE GOES OFF
It's the end of the evening for Schalke midfielder McKennie, who is replaced by striker Skrzybski. Does this mean the hosts are going for another goal? They'll have to be wary whatever they do; Leroy Sane has also just taken to the pitch, taking Argüero's place.
77' SILVA FIRES OVER
They may be down to 10 men but the visitors are still looking dangerous. They work the ball forward and it comes to Bernardo Silva, who snakes his way inside from the right on the edge of the box, trying to fashion room to shoot. He eventually gets a shot off, but it's well over.
74' DE BRUYNE GOES CLOSE!
City win a free-kick on the edge of the Schalke penalty area, slightly left of centre. It's in a dangerous position and there's tension in the air as Kevin De Bruyne lines it up, but his low effort goes just wide of the post.
69' CITY SUBSTITUTION: KOMPANY FOR SILVA
David Silva is clearly disappointed as he trots off, giving the ex-Hamburg defender the captain's armband as he goes off and Kompany comes on.
68' CITY RED CARD: NICOLAS OTAMENDI
Booked in the first half, and already suspended for the second leg, the Argentina international centre-back brings down Burgstaller and has to head for an early shower.
64' SCHALKE SUBSTITUTION: BURGSTALLER FOR MENDYL
Tedesco brings on some fresh legs up front - Uth moves to the left, the new arrival through the middle.
61' CITY WITH THE LION'S SHARE
The visitors have had 63 per cent possession, but Schalke still have the lead.
59' MCKENNIE DOWN
The USA international needs treatment for a knock, and his teammates take the chance to grab a breather and a drink. Looks like McKennie will be able to continue, happily.
55' CITY CHANCE: KEVIN DE BRUYNE
Bentaleb loses the ball deep inside his own half, and it leads to De Bruyne firing narrowly past the right-hand post of Fährmann's goal...Schalke can ill afford mistakes like that.
54' SCHALKE SITTING DEEP
The hosts are struggling to get out of their half in the opening minutes of the second half, just as they did in the first.
50' WHAT A TACKLE!
Nastasic makes a brilliant and timely challenge on Aguero inside the Schalke box, just as the City dangerman looked like he would have a clear sight of goal. That was defending of the highest order from the ex-City man.
48' SANE WARMING UP
The ex-Schalke prodigy gets off the bench to prepare to come on..
47' CITY CHANCE: KEVIN DE BRUYNE
The ex-Wolfsburg man dances into the Schalke area and fires a shot that is deflected just wide...City starting strongly.
46' 2ND HALF KICKS OFF
No changes as City get us back underway...
HALF-TIME: SCHALKE 2-1 MAN CITY
The visitors started so well, were gifted a goal, but Nabil Bentaleb is the man you want taking penalties if the Earth has to be saved from alien invasion by scoring spot-kicks. With his nerves of titanium, the Schalke midfielder is the difference between the two sides at the interval.
45+4' CITY CHANCE: BERNARDO SILVA
De Bruyne dances across the edge of the Schalke penalty area, tees up Silva, but the ex-Monaco man sends his effort spinning over. That's the first City opening in a while, the 1st penalty (never mind the second) really rocked them.
45' SCHALKE GOAL: NABIL BENTALEB
It's Bentaleb again...and he scores again. Ederson got a touch, but could only push the ball high into his net. Schalke have turned this round in amazing fashion.
42' ANOTHER SCHALKE PENALTY
Fernandinho pulls down Sane at a free-kick - the City man got the wrong side of the Schalke defender, hauled him back just inside the box, and it's another spot-kick and no need for VAR this time.
41' UTH BOOKED
The Schalke man joins Otamendi — cautioned for the handball that led to the penalty — in the referee's book.
38' SCHALKE GOAL: NABIL BENTALEB
The Schalke number 10 takes the ball in his hands, places it on the spot...and sweeps it into the net to level! Ederson went the wrong way...that's the Algeria international's second goal of the competition this season.
35' VAR GIVES HISTORIC PENALTY TO SCHALKE
Caligiuri cut inside and his shot struck Otamendi on the arm - after an age and a lot of debate, it's a spot-kick, the 1st given in the Champions League by VAR.
31' FÄHRMANN SAVE
De Bruyne and David Silva line up a free-kick given for a Caligiuri handball...25 metres out, left of centre..De Bruyne shoots...and it has neither the power or direction to beat Fährmann.
28' GOOD RESPONSE BY SCHALKE
Hamza Mendyl battles his way down the left as the hosts try to get back on level terms - he wins a corner, but his side make nothing of it.
24' SCHALKE CHANCE: MARK UTH
After a timely challenge by Sane inside the Schalke box to snuff out a City attack, Schalke break forward and Uth curls a shot just wide of the target...Ederson went full length to his right to make sure it wasn't squeezing in, it wasn't far away at all.
22' AGUERO AGAIN
Agüero's first UEFA Champions League goal came for Atlético Madrid against Schalke in August 2008 - that is his third of the competition this season, and his tenth in his last seven matches for his club.
19' GOAL: SCHALKE 0-1 CITY
Disaster for Schalke - Fährmann takes a gentle backpass, plays it to Sane, who can't see Gündogan sneaking in behind him. The ex-Dortmund man bursts into the box before teeing up Aguero for an easy finish. A gift from Schalke.
16' CITY CHANCE: KEVIN DE BRUYNE
De Bruyne accelerates forward and fires in a low shot that flies straight to a grateful Fährmann.
14' SCHALKE MAKE FIRST FORAY FORWARD
The hosts get a cross into the City box - it's dealt with, but hopefully that's a sign Tedesco's boys are finding their feet.
10' STERLING THREATENING
The England international is seeing a lot of the ball on the City left, and every time he gets it, he's causing Schalke a problem.
6' CITY CHANCE: SERGIO AGUERO
A delightfully worked free-kick sees Sterling's cross find Aguero, who fashions a header that Fährmann has to turn over the bar. Great build-up - pinballed between four players in one touch - and Aguero did brilliantly. The ball was behind him, and still he got it on target. Delicious football, though not for Schalke fans...
5' NASTASIC SOLID
The ex-Man City defender puts the ball behind for a corner after a smart one-two down the left by Sterling and David Silva - Schalke get the corner away safely.
4' FÄHRMANN'S FIRST TOUCH
The Schalke goalkeeper and captain charges off his line to slide in and kick away a through ball that was close to finding Aguero.
3' EARLY CITY PRESSURE
It's the visitors with the lion's share of possession in the opening minutes, City have been camped out in the Schalke half.
1' 1ST HALF KICKS OFF
We're underway for an intriguing 90 minutes at the Veltins Arena. Both teams in their usual colours.
HERE THEY COME
The two sides emerge into a white-hot atmosphere - they love their football here in Gelsenkirchen.
WHO IS AHMED KUTUCU?
Manuel Neuer, Mesut Özil and Leroy Sane are among the glittering prospects turned world stars to come out of Schalke's acclaimed Knappenschmiede academy - is Ahmed Kutucu, who starts on the bench tonight, next? bundesliga.com has the lowdown on the Royal Blues' latest emerging talent right here!
NASTASIC: 'NO FEAR FOR SCHALKE'
Matija Nastasic has said Schalke will not play with any fear when they take on his former side Manchester City in the UEFA Champions League Last 16 on Wednesday. Click here for more.
MATONDO TAKING TO SCHALKE
Welsh teenager Rabbi Matondo says he is "settling well" at Schalke after making his full Bundesliga debut in the goalless draw with Freiburg on Saturday. Click here for more.
ONE SANE IN, ONE ON BENCH
Salif Sane starts for Schalke, but namesake Leroy is on the City bench. He made 47 Bundesliga appearances for Schalke between April 2014 and May 2016, scoring 11 goals.
MATONDO ON BENCH
The youngster, who left City last month to join Schalke, begins on the bench alongside a host of attackers - expect to see them if the hosts need a goal.
FÄHRMANN GETS NOD IN GOAL
Tedesco goes for experience over youth in Nübel. Fährmann looks like he'll have a five-man defence in front of him.
Hello and welcome to our build-up and live coverage of the UEFA Champions League Last 16 tie between Schalke and Manchester City (kick-off 9:00p.m.CET/8:00p.m.GMT/3:00p.m.EST).
Watch: Matondo on settling in at Schalke
- Schalke had gone unbeaten in nine European home games (W6, D3) before kick-off and have lost just two of their last 14 (W8, D4).
- City have lost both of their European knockout ties against German opposition, losing the away legs 3-1 at Borussia Mönchengladbach and Hamburg.
- Schalke’s previous round of 16 tie in the Champions League saw them beat Real Madrid 4-3 in Spain, but they lost 5-4 on aggregate.
- The Manchester club have lost three of their six away legs in the UCL last 16, only winning at Basel and Dynamo Kyiv before triumphing in Gelsenkirchen.
- Schalke academy graduate Leroy Sane made 47 Bundesliga appearances for the club, while Kevin de Bruyne (Werder Bremen and Wolfsburg), Ilkay Gündogan (Nuremberg and Borussia Dortmund) and Vincent Kompany (Hamburg) have all previously played in the German top flight.
- Pep Guardiola coached Bayern Munich to three consecutive Bundesliga titles between 2013/14 and 2016/17.
Schalke: Fährmann - Caligiuri, Sane, Nastasic, Bruma, Mendyl (Burgstaller 64') - Serdar, McKennie, Bentaleb, Oczipka- Uth
Unused subs: Nübel, Rudy, Matondo, Kutucu, Skrzybski, Harit
Out: Embolo (foot), Insua (knee), Mascarell (suspended), Schöpf (knee), Stambouli (broken cheekbone)
Coach: Domenico Tedesco
Man City: Ederson - Walker, Laporte, Otamendi - De Bruyne, Fernandinho, Gündogan, David Silva (Kompany 69') - Sterling, Aguero, Bernardo Silva
Unused subs: Muric, Danilo, Sane, Mahrez, Zinchenko, Foden
Out: Bravo (Achilles tendon), Mendy (knee)
Coach: Pep Guardiola