Caitlin Foord and Lina Hurtig both scored with second-half headers before substitute Stina Blackstenius’ late effort sealed their progress.
Arsenal captain Kim Little’s early penalty was saved and Lotte Wubben-Moy’s first-half header was pushed on to a post.
The Gunners – who handed England striker Alessia Russo her debut – will face Paris or Ukraine side Kryvbas, who play later on Wednesday night, for a place in the two-legged second qualifying round.
Celtic registered their first win in a Champions League tie as Kelly Clark’s second-half goal earned them a 1-0 win against Brondby in Oslo.
Clark’s emphatic finish following a 68th-minute corner saw the Ghirls advance to the final of their round one group where they will play either Valerenga or Minsk.
Glasgow City secured their place in their round-one group final after beating Shelbourne 2-0 in a morning kick-off and will now face Lithuanian side Gintra.
Kinga Kozak’s effort for Glasgow before the break hit the crossbar and second-half goals from Brenna Lovera and Lauren Davidson saw the Scottish side progress.
Glasgow’s next opponents Gintra knocked Cardiff out of the competition as two goals from Nigeria forward Juliet Bassey in Siauliai sealed a 2-0 win.
The English side beat their hosts 5-1 at the Groupama Stadium, with Caitlin Foord and Frida Maanum handing Arsenal a 2-0 lead before Melvine Malard halved the deficit.
Foord scored again in between two goals from Ballon d'Or runner-up Beth Mead to give Jonas Eidevall's side an impressive opening victory in Group C.
Barca romped to a 9-0 success against Benfica in Group D thanks to seven different goalscorers.
Asisat Oshoala and Geyse scored two each, while goals also arrived from Patri Guijarro, Aitana Bonmati, Mariona Caldentey, Ana-Maria Crnogorcevic and Claudia Pina as last season's runners-up strolled to victory.
The other game in Group D saw Bayern Munich earn a tougher three points at home to Rosengard after Loreta Kullashi's opener for the visitors was cancelled out by Carolin Simon, before Linda Dallmann struck a second-half winner for the Germans.
Group C's other contest ended with Juventus claiming a 2-0 win at FC Zurich, with late goals from Valentina Cernoia and Barbara Bonansea earning Joe Montemurro's side three points.
Bonmati's incredible form in the 2022-23 season helped Barcelona to a magnificent treble, recording a competition-leading 12 goal involvements as the Blaugrana claimed Champions League glory, before she also played a major role in Australia and New Zealand as her national team Spain won the Women's World Cup for the first time.
Bonmati was given the Golden Ball as the tournament's best player, and the midfielder is the favourite to collect more individual silverware in the near future having been named among the nominees to pick up the Ballon d'Or, the winner of which will be announced at a ceremony in Paris in late October.
Pauleta fully expects Bonmati to be named the 2022-23 season's best player, pointing to Zidane, the winner of the men's Ballon d'Or in 1998, as a star Bonmati shares traits with.
When asked who she thought should claim the trophy, Pauleta told Stats Perform at the Thinking Football Summit: "I say Aitana [Bonmati] because she had an incredible season with Barcelona and Spain.
"I played against her in the Champions League. I felt something about [Zinedine] Zidane in her game. She's aggressive but with the ball, she's so sweet. She always puts the ball where it needs to be.
"The game is better when she is playing. She has this quality that makes her play beautifully."
Among the other nominees competing with Bonmati is Mary Earps, the Manchester United and England goalkeeper who won the Golden Glove at the World Cup as the tournament's best shot-stopper, saving a penalty from Bonmati's Spain team-mate Jennifer Hermoso in the final.
Prior to her heroics with the Lionesses, Earps had helped United to a strong Women's Super League campaign as well as the club's first-ever FA Cup final.
Fellow goalkeeper Patricia Morais believes Earps should become the first Ballon d'or winner from their position, saying: "I think it will be the England goalkeeper [Earps], for sure. I have no doubt that she will win.
"She's a world-class goalkeeper. She deserves it because I like her style, how she plays football and I identify myself with her."
Holders Barca saw their run of 45 successive wins come to an end in Saturday's 2-0 semi-final second-leg defeat to Wolfsburg, but they still advanced 5-3 on aggregate.
The Catalan club are into their third final in four seasons and will be looking to retain the trophy they won for a first time last year when they take on Lyon in Turin on May 21.
Lyon, who with seven titles are the most successful side in the competition's history, beat domestic rivals Paris Saint-Germain 2-1 in the second leg to win the tie 5-3 on aggregate.
That match at the Parc des Princes was watched by 43,254, a record for a women's club game in France.
Barca recently set the record for the highest attendance for a women's club game with 91,648 in attendance for the first leg of the Wolfsburg semi-final.
And Bacha believes Barca deserve huge credit for helping to lift the women's game both on and off the field.
"They are helping European football evolve. They play in a similar way to the men's team and are an example to the rest of women's football," she said.
"When you hear 'Barcelona versus Lyon in the final', it sounds great. I hope there are going to be a lot of fans who come. And we'll do all we can to win it."
Lyon have lost only three of their last 44 Women's Champions League matches and have only failed to score in one of their last 36 European games.
Ada Hegerberg opened the scoring for the French side on Saturday with a record-extending 58th goal in the Women's Champions League, and had another ruled out.
Marie-Antoinette Katoto gave PSG hope when scrambling in, but Wendie Renard made sure of progression for Lyon.
"We wanted to come to Paris in an attacking frame of mind," Lyon forward Hegerberg said. "The atmosphere was magnificent. It was a great evening of football.
"We have to keep going as we are. It's not over, but it's great what we've done. I'm proud of the girls. It was tough. We're going to prepare for the final."
Defending champions Barca had only lost one competitive game all season but found themselves three goals down after first-half strikes from Amandine Henry, Ada Hegerberg and Catarina Macario.
Blaugrana captain Alexia Putellas pulled one back just before the interval, but Lyon controlled the second half in Turin to ease to another European success.
Lyon required just six minutes to take the lead as Henry scored an incredible solo goal, dancing inside from the left before firing a remarkable, long-range effort into the top-right corner.
Jennifer Hermoso was denied by Christiane Endler as Barca looked to respond, but Lyon struck again when Selma Bacha crossed for Hegerberg, who headed in her 59th goal in 60 Champions League games.
Hegerberg almost added a third but Sandra Panos raced out to thwart the striker, who turned provider in the 33rd minute by teeing up a simple tap-in for Macario.
Putellas reduced the deficit by volleying home Caroline Graham Hansen's right-wing centre, while Patri Guijarro hit the crossbar with an audacious strike from the halfway line after the interval.
Barca substitute Asisat Oshoala headed a golden opportunity wide and Hegerberg saw a stoppage-time volley hit the post as Lyon cruised to victory.
Just 48 hours after Xavi mastered a 4-0 rout at Santiago Bernabeu, the Femeni followed suit at Estadio Alfredo di Stefano; Alexia Putellas scoring twice as they came from behind to record a 40th consecutive win in all competitions.
Despite enjoying 57 per cent of the first-half possession, Barca trailed at the break after Olga Carmona struck in the eighth minute for the hosts, who also hit the post through Esther Gonzalez.
That was only the second goal the reigning champions had conceded in this season's Champions League – and first since their 5-1 rout of Arsenal in September.
But the visitors, who last suffered defeat when they were beaten 4-3 by Atletico Madrid in June 2021, responded in the 53rd minute; Putellas slotting home from 12 yards after VAR ruled that Carmona had fouled Caroline Hansen in the box.
The Blaugranes completed the turnaround nine minutes from time, Claudia Pina drilling home after the ball ricocheted kindly into the substitute's path.
Putellas then wrapped up the victory deep into stoppage time; rounding off a quickfire counter with her seventh goal in the competition - and seventh in six appearances against Madrid.
Only last month, a record crowd for a women's football match of 91,553 attended Camp Nou as Barca defeated Real Madrid 5-2 in the same competition.
It was another five-star showing from Jonatan Giraldez's team on Friday, as the attendance record was surpassed.
Barcelona will head into next week's second leg of the last-four tie with a comprehensive lead, thanks to goals from Aitana Bonmati, Caroline Graham Hansen, Jennifer Hermoso and Ballon d'Or winner Alexia Putellas, who scored twice.
Barca are the Champions League holders and look well placed to go on and retain their title. French rivals Lyon and Paris Saint-Germain face off in the other semi-final, with the first leg on Sunday.
Ballon d'Or Feminin winner Putellas scored the fourth goal as Barcelona triumphed 5-2 in the second leg, and 8-3 on aggregate, booking a semi-final place.
The reigning European club champions were rampant in the second half, after at one stage being 2-1 down, and the flurry of goals delighted a record crowd of 91,553 spectators.
That is the highest recorded attendance for a women's football game in history. In club football terms, it surpassed the 60,739 that saw Atletico Madrid host Barca at Wanda Metropolitano three years ago.
Captain Putellas said: "This has been utterly magical. When the match finished, the fans simply didn't want to go home. There was such a connection between them and us while we celebrated. To hear them singing that they want to go to Turin was superb."
Arsenal or Wolfsburg await Barcelona in the semi-finals, before Turin's Allianz Stadium, home to Juventus, stages the final on May 21.
Putellas explained that the sight of a bumper crowd inside Barcelona's home stadium was uplifting for the women's team, who play most of their games at the 6,000-capacity Estadi Johan Cruyff.
She said, quoted on uefa.com: "When tickets sold out in just three days I admit that we were all a little surprised because it tells you how much the fans want to see you in the Camp Nou, how much they want you to win."
The experience was "beyond comparison", she added.
"To come out and see this stadium full to the brim... indescribable."
Team-mate Fridolina Rolfo gave the morning-after verdict on Thursday.
"Wow, it is hard to put into words just how special that was," Rolfo wrote on Twitter. "For me it was a dream come true and I hope that it shows young girls all over the world that football is for them and that they can achieve whatever they dream of achieving.
"We are just getting started."
Putellas suffered the injury during training just three days before Spain's opening match of the Women's European Championship last month, and was subsequently ruled out for up to a year after undergoing surgery.
Spain were understandably hampered by the Ballon d'Or-winning attacker's absence, exiting the competition after a quarter-final loss to eventual winners England.
Putellas, who top-scored with 11 goals in the Women's Champions League last season, has now spoken out on her injury for the first time, expressing gratitude for the support offered to her.
"I feel fine given the circumstances. I'm fine, getting better every day," she told Barcelona's website. "I have to work through each stage as it comes, luckily I haven't been through anything like this before, and it will be step-by-step, but most importantly, let's keep supporting the team.
"I fully believe [in the team], as do all the fans and everyone else. This is a new season and we have to target everything.
"I want to say thank you because I have felt tremendous support since what happened, with so many demonstrations of warmth.
"I can't answer everyone individually, so I'll take this opportunity to say thanks. It's been tough and feeling so many people's warmth helps you deal with it a bit better."
Putellas, who has 27 goals in 100 appearances for Spain, was influential as Barca won all 30 of their domestic league games last season, also scoring a consolation goal in their 3-1 Champions League final loss to Lyon.
An impressive fightback from 2-0 down gave Arsenal plenty of reason to be buoyant about their chances for the May 1 second leg at Emirates Stadium.
With ACL victims Beth Mead, Vivianne Miedema and Leah Williamson absent, the weakened Gunners gave a strong account of themselves after a slow start in Germany.
Ewa Pajor put the hosts ahead and Sveindis Jonsdottir fired Wolfsburg two clear in the 24th minute after a defensive aberration from the Gunners, with a misunderstanding in the penalty area presenting the Icelandic forward with an easy chance in front of goal.
Arsenal snatched a lifeline through Rafaelle Souza's header just before half-time, and Stina Blackstenius tucked in an equaliser from close range in the 69th minute.
Player of the match Beattie told uefa.com: "I think the team showed unbelievable character to come back from a two-goal deficit. We're pleased with the result, but it's very much half-time for us. We're looking forward to going back to the Emirates next week with a blank slate."
Wolfsburg edged the expected goals (xG) totals by 2.32 to 1.40, having 12 shots to seven from Arsenal, but the teams are level-pegging and defender Beattie put that down to the WSL team's resilience.
"We've shown that this whole season – the character, the mentality we all have, and the genuine belief we all have between players," said the 31-year-old Scot.
"We're really happy that we came back from 2-0 down: that's a huge feat, especially against a side as good as Wolfsburg. We had the ultimate respect for them and we still do going into the second leg."
Arsenal are hoping for a sell-out for the second leg, as they bid to move a step nearer to becoming European club champions for a second time, having triumphed in 2007.
Beattie spoke of enjoying "incredible" atmospheres when Arsenal Women have played at the club's main stadium previously, adding: "Even the away fans that travelled today have been unbelievable, especially hearing them towards the end of the game. I've no doubt they'll be unbelievable again for us next week."
Wolfsburg head coach Tommy Stroot sensed a chance missed, regretting the goals his team conceded.
He said: "We knew that it would be a close game, and our 2-0 lead flattered us a bit. We were very clinical at the start. The goals we conceded came from a set-piece and a counter-attack, which we should be able to deal with."
Melanie Leupolz inadvertently put the ball past her own goalkeeper after just 35 seconds, and a penalty from Alexia Putellas followed by strikes from Aitana Bonmati and Caroline Graham Hansen had Barcelona four goals clear before half-time.
English champions Chelsea were expected to pose a major threat to the Barcelona goal, but key forwards Fran Kirby and Sam Kerr had an off night in Gothenburg.
Barcelona were able to cruise through the second half and become Spain's first winners of the competition, putting a 4-1 defeat to Lyon in the 2019 final firmly behind them.
On that previous occasion, Barcelona trailed 4-0 after 30 minutes, but this time it was Chelsea who suffered from the early onslaught against impressive Spanish league champions.
Lieke Martens hit the bar with a powerful shot from the edge of the penalty area after just 20 seconds, and as Chelsea scrambled to clear, Kirby booted the ball against the shin of team-mate Leupolz, resulting in it looping over goalkeeper Ann-Katrin Berger and into the top left corner.
Barcelona boss Lluis Cortes watched his team attack with verve and great movement, winning a penalty when Leupolz clipped Jennifer Hermoso. Putellas converted and Barcelona were two goals clear after 14 minutes.
Putellas then picked a pass that released Bonmati to toe in the third, and it was 4-0 after 36 minutes when Graham Hansen buried a close-range chance after Martens dashed down the left and away from Niamh Charles before crossing low across goal.
While Barcelona celebrated, their victory removed the possibility of Chelsea winning both the men's and women's Champions League titles in the same season.
After Emma Hayes' team fell short, Chelsea will hope Thomas Tuchel's men avoid such a sour experience in the men's final on May 29 when they face Manchester City.
Hayes told BT Sport: "Today was difficult because the game was over before it began. That's what is so difficult to reflect on. The damage was done.
"I'm proud of the second-half performance. Congratulations to Barcelona. They're worthy winners and deserving of their title.
"They were favourites for a reason and you have to stay in the game against this team.
"The early goal and the manner in which we conceded it, and the penalty. Once you get a 2-0 lead in these games... I felt everything fell for them. They got the rub of the green. They made that happen. They're a wonderful team and deserving winners."
After Carmona put Real ahead in the 10th minute, the Blues turned things around via two headers either side of the break, Niamh Charles equalising and then setting up Sam Kerr.
But moments later Carmona – scorer of Spain’s winner against England in the summer’s World Cup final – converted from the spot after Jessie Fleming was judged to have fouled Athenea del Castillo in the box.
Chelsea substitute Lauren James rattled the crossbar before Charles controversially had an effort ruled out in stoppage time as the visitors were unable to secure a winning start to their final Champions League campaign before Hayes leaves at the end of the season and becomes United States head coach.
The west London outfit – who have not won this competition among the glut of trophies they have claimed under Hayes, going closest as runners-up in 2021 – return to Women’s Super League action against Liverpool at Stamford Bridge on Saturday before continuing their Group D games by taking on Paris FC at the same ground five days later.
Wednesday’s earlier game in the pool saw Paris FC beaten 2-1 at home by Swedish side BK Hacken.
Real grabbed the lead with the first real effort on goal as Ann-Katrin Berger’s attempted clearance came to Claudia Zornoza and she passed to Carmona, whose strike from 25 yards flew in via a deflection off Chelsea skipper Millie Bright.
While the hosts offered little more in the way of attacking threat for the rest of the first half, Chelsea looked increasingly likely to hit back.
And after Kerr had seen a rising shot well turned behind by Misa Rodriguez just prior to the half-hour mark and Erin Cuthbert fired off-target, the equaliser four minutes before the break when Charles headed in from Ashley Lawrence’s cross.
Further Chelsea pressure in stoppage time included a Cuthbert free-kick going wide off a white shirt and Sjoeke Nusken’s shot being caught by Rodriguez.
The opening stages of the second half saw Rodriguez deal with a Kerr header and do superbly to divert a shot from the same player wide moments later.
Hayes introduced James for Fran Kirby and after Charles blocked a Del Castillo strike, the substitute put a shot into the stand at the other end.
Chelsea got themselves in front with Charles once again involved as her 74th-minute cross was nodded in by Kerr.
But only five minutes later, the score was back level after Fleming made a challenge that started outside the box on Del Castillo, she went down in the area and – with no VAR in operation – referee Frida Klarlund pointed to the spot, with Carmona powerfully dispatching the penalty past Berger.
As Chelsea pushed to regain the lead, Rodriguez produced another good save to deny Johanna Rytting Kaneryd and James sent a wonderful shot crashing against the bar.
The visitors then had the ball in the net again deep in stoppage time through Charles’ finish, but the effort was chalked off – seemingly for offside, although replays showed she had not been – to leave Hayes looking frustrated and Real breathing a sigh of relief.
Runners-up to Lyon last year, a fourth successive victory in this season's competition would have seen Emma Hayes' side through Group A with two games to spare.
However, they were forced to settle for a point at Estadio Alfredo di Stefano after Guro Reiten's penalty, which cannoned in off goalkeeper Misa Rodriguez, cancelled out an earlier effort from Caroline Weir.
Paris Saint-Germain leapfrogged Madrid to second place in Group A following a commanding 4-0 victory over Vllaznia, whose elimination was subsequently confirmed.
Kadidiatou Diani scored twice while Ramona Bachmann and Magnaba Folquet were also on target for PSG, who will be through with victory over Madrid when they clash at Parc des Princes next week.
Elsewhere, two-time champions Wolfsburg are the first side through to this season's quarter-finals after an entertaining 4-2 win over Roma.
Ewa Pajor's brace, which took her group-stage tally to six goals, sandwiched strikes from SveindIs Jonsdottir and Lena Lattwein, ensuring efforts from Andressa Alves Da Silva and Sophie Roman Haug were merely consolations for Roma.
The German side's 11th last-eight appearance in as many continental campaigns was confirmed after St Polten failed to beat Slavia Praha in the other Group B encounter.
The Czech outfit netted their first goal of the campaign through Kristyna Ruzickova, but Mateja Zver's free-kick means they can no longer qualify for the knockout phase.
After winning the FA Cup at Wembley on Sunday, high-flying Chelsea played out a goalless draw with Juventus at Kingsmeadow in London on Wednesday.
The result, which left Chelsea waiting until the final group game to secure a place in the Champions League knockout stage, was overshadowed by a pitch invader during the closing stages of the match.
An individual entered the field to take selfies, prompting Chelsea and Australia star Kerr – who scored twice in the FA Cup victory over Arsenal – to barge over the pitch invader with her shoulder, leading to a yellow card.
"I don't know why he didn't just wait until the end. He could have had a photograph if he really wanted one," Hayes said.
"Jokes aside, you do have to think about player safety.
"We've seen in the growth of the game there is a sense that the players are more in demand. I think it should serve as a reminder to our stadiums and our stewards that we have to put player protection first."
It capped a frustrating night for Chelsea, who were unable to breach Italian visitors Juventus.
Chelsea are top of Group A after five matchdays, three points clear of Juve and Wolfsburg.
Hayes' Chelsea visit Wolfsburg at AOK Stadion on December 16, looking to clinch their quarter-final berth.
Emma Hayes' team knew a draw would suffice as they targeted first place on Thursday, but they ultimately enjoyed a routine outing as James added to Sam Kerr's first-half stunner.
Kerr fired into the top-right corner from 20 yards out to hand Chelsea the lead, before James added two well-taken finishes as the Blues finished their group-stage campaign with an unbeaten record.
In the group's other game, Real Madrid bowed out on a positive note as Teresa Abelleira scored twice in a 5-1 rout of Vllaznia, with Scotland international Caroline Weir also on the scoresheet.
In Group B, meanwhile, two-time champions Wolfsburg clinched top spot by thrashing Austrian side St Polten 8-2 away from home, with eight different players netting for the visitors.
Roma will join Wolfsburg in the quarter-finals after wrapping up their campaign with a 3-0 victory at Slavia Praha, with Valentina Giacinti, Beata Kollmats and Elena Linari scoring as the Italians finished one point behind the German giants.
Emma Hayes' Blues sealed their place in the last eight with a comfortable 4-0 victory over Albanian outfit Vllaznia, with goals for Sophie Ingle, Fran Kirby, Katerina Svitkova and Maren Mjelde.
That proved enough to secure top spot in Group A as they qualified for the knockout rounds with a game to spare alongside PSG, at Madrid's expense.
Elisa de Almeida and Kadidiatou Diani struck to help the French side inflict a 2-1 loss upon Las Blancas, with Claudia Zornoza's late effort in vain as they crashed out of Europe.
Elsewhere, doubles for Benedetta Glionna and Manuela Giugliano saw Roma cruise past St Polten in a 5-0 rout after shrugging off an early weather delay.
That also saw the Italian side through to the quarter-finals, though they may have to settle for second in Group B, with Wolfsburg still at the summit despite a goalless draw with Slavia Prague.
Lyon had been European champions in five successive seasons heading into 2020-21, pipping Harder's Wolfsburg in 2018 and 2020.
The Denmark superstar was named UEFA Women's Player of the Year on both occasions and secured a world-record move to Chelsea, where she again made the final.
The Blues came up short, but there was a new name on the trophy as Barcelona claimed their first title after Lyon were knocked out in the last eight.
Harder, speaking on behalf of Heineken, told Stats Perform: "Chelsea, as a team, we want to be one of the big teams in the world, and I think we still are. I think we can develop more from last year.
"Last year, we reached the final, so that's good, and we have the potential to be even better.
"But I also think the competition is really high. Now, there are so many good teams in Europe, so it will also be even more difficult to reach the final and to win the Champions League.
"I think it's good that it's not only one team that is just dominating the women's football.
"Lyon has been doing that for so many years, but I think now more teams are getting into the competition.
"Obviously, Lyon is still one of the big teams who will compete about the title, but it's really good that it has developed in this way with more teams being contenders for winning the title."
Team success is the priority for Harder, despite her individual recognition following Wolfsburg's final runs.
"The individual [awards] wasn't a goal for me – it was just the outcome," she said. "But the ultimate goals are to develop and to develop as a team but also to win titles.
"If that will make me win another individual award, that's just maybe a result on a good season. But that's not the main goal for me."
Heineken is a new sponsor for the Women's Champions League and Women's European Championship, which Harder sees as evidence of the sport's development.
"It's great that Heineken has chosen to go into women's football, to the Women's Champions League and the [Women's European] Championship that's coming in the next years," she said.
"It just shows the way women's football has developed, that a big brand like Heineken wants to go in and help to develop women's football even more.
"So, obviously, me as a football player, a women's football player, I'm really happy and pleased about that."
Watch Heineken's latest announcement video sharing three more reasons to cheer, having extended its already expansive footprint in motorsport and football with three exciting new partnerships – UEFA Women's Champions League, UEFA Women's European Championship and W Series.
Hayes’ side, who secured their place in the knockout stages by beating Real Madrid 2-1 last week to finish top of Group D, face a Paris FC side who can also progress with victory.
Paris must win at the Sebastien Charlety Stadium on Tuesday night and hope Swedish side Hacken fail to beat bottom club Real Madrid.
Hayes told a press conference: “It’s an important game for both of us. We know from the home game the qualities of Paris. We know it’s a game they want to win, but so do we.
“We respect them. It’s their home, we know it will be a big crowd and we’re looking forward to it.
“Playing in front of a crowd is normal for us. We’re used to big numbers, we like to play with a crowd.
“We’ve played in Paris before, albeit at PSG, so we know what the atmosphere is like and the players very much like playing in front of numbers.”
Chelsea, currently top of the Women’s Super League after just one defeat in their first 12 matches, are unbeaten in Group D after three wins and two draws.
They will be bidding to extend their three-point lead over Manchester City at the top of the WSL on Sunday when they face Everton at home, but Hayes is not looking beyond the next challenge in the French capital.
“We respect the competition and the group,” added Hayes, whose side beat Paris 4-1 at home in November. “We know what their threats are. We know particularly the pace they have in the wide areas.
“I also think they’ve got good experience centrally. I think it will be a different game from the game at Stamford Bridge.”
Goalkeeper Ann-Katrin Berger has remained at home due to injury and Germany midfielder Melanie Leupolz will be rested, but Hayes confirmed she will otherwise be selecting from an unchanged squad.
In a contest with no VAR in operation, Real equalised through a 79th-minute Olga Carmona penalty awarded by referee Frida Klarlund for a Jessie Fleming challenge on Athenea del Castillo – which Hayes had no doubt took place outside the box.
The Chelsea manager was also unhappy about Niamh Charles’ finish being disallowed in stoppage time, seemingly for offside, stressing that Charles had been onside and Sam Kerr had not interfered with goalkeeper Misa Rodriguez.
Hayes told reporters in Spain: “I could see from the bench that the tackle (for the penalty decision) was outside the box. So I’m absolutely shocked that those managing the game couldn’t see that.
“Of course maybe Jessie shouldn’t lunge in that area, but it happens clearly outside the box. At this level when you are in control of a game and important decisions like that go against you, it makes it difficult.”
Regarding the stoppage-time incident, she added: “We score a really legitimate goal with Niamh Charles three or four yards onside.
“It is embarrassing. I had to check why it was disallowed. Was it Niamh? No. Was it Sam (Kerr) interfering with the goalkeeper? She was about seven yards away, no way near the keeper.
“I cannot understand the decision whatsoever. I think we’ve been robbed of what was a 3-1 game.
“You can’t (ask the referee for clarity at full-time). You’re not allowed to speak to the officials. Can’t speak to them there (on the pitch), can’t speak about it here (to the media).
“For me I am going to focus on the performance, I can only control that. Everybody saw the decisions, you don’t need me to comment on them any further.”
Real took the lead at the Alfredo Di Stefano Stadium through a deflected 10th-minute shot from Carmona – scorer of Spain’s winner against England in the summer’s World Cup final – before Chelsea hit back through two headers, Charles equalising in the 41st minute and then setting up Kerr in the 74th.
After Carmona levelled from the spot, Lauren James hit the crossbar before the late disallowed effort as the visitors were unable to secure a winning start to what is to be their final Champions League campaign before Hayes leaves at the end of the season for the United States job.
Hayes said: “I think the performance was well controlled by us, especially away from home in Europe. We had so much more of the ball and it was comfortable.
“(There was) just a tactical adjustment that we had to make (at half-time) – the pivots weren’t carrying out a small detail there. Overall it had to be better in the final third, either the last pass or whatever it might have been.
“I think the team did better with that (in the second half). We hit the bar as well, we should have scored from that. We had chances, so we should be disappointed with ourselves.
“I can’t remember the last time we were in a game like that when two humongous decisions like that have gone against us – that is a lot tonight.”
Wednesday’s earlier game in Group D saw Paris FC – who Chelsea play in their next pool game at Stamford Bridge next Thursday – beaten 2-1 at home by Swedish side BK Hacken.
Kerr has been easing back to fitness after missing most of the World Cup with injury and has made a modest start to the Women’s Super League season with only two goals so far.
But against Paris she ensured her side’s European campaign began in earnest following last week’s controversial draw with Real Madrid, though the result had looked in doubt when the visitors levelled through Thea Greboval’s header before half-time.
That cancelled out Kerr’s opener which she had prodded in on the half-hour mark after getting between goalkeeper and defender to turn home Lauren James’s superb right-footed cross.
She added quick-fire goals early in the second period to put down Paris’ resistance, the first a far-post finish from Johanna Rytting Kaneryd’s low ball in before an effort that looped over the head of goalkeeper Chiamaka Nnadozie.
Sophie Ingle evaded her marker to roll the ball into the corner in stoppage time to add gloss to the scoreline.
And afterwards Hayes revealed she had predicted pre-match that Kerr would finally rediscover her scoring touch against the French side.
“I fancied her to score a hat-trick tonight,” said Hayes. “I said it in the dressing room before the game. She doesn’t get credit for all the other little bits she does.
“By her standards she’s not on top, top (fitness) yet, but I don’t know anyone who puts the ball away like she does. She’s so alert and decisive with her movement. Brilliant centre-forward play.
“If that’s her at 80 per cent, I’ll take that. That’s not bad. I can’t wait for the hundred per cent to come.”
Hayes opted to start with Fran Kirby on the bench with the forward also in the early stages of a return from injury having missed most of last season.
She emerged at the start of the second half to play a crucial role in restoring Chelsea’s lead, playing in Rytting Kaneryd down the right who crossed for Kerr to slide in her second.
“I rate Paris,” said Hayes. “I felt there’s a lot of work you have to do over 90 minutes that might have been too much for Fran. It’s so important we keep her healthy for England and Chelsea.
“Fran wants to play in every moment but I thought that was the perfect cameo for her. The team needs it.
“We were sloppy in the first half. I think the games accumulated caught up on us. People don’t realise how hard it is to keep going.”
Paris coach Sandrine Soubeyrand reflected on a brave performance from her team against a side that many fancy for the Champions League crown.
“I think maybe we lacked a bit of efficiency and clinical nature in front of goal,” she said. “I wanted the players to come and give an account of themselves, not so much thinking about the score.
“We wanted to play, not sit back, and I think we did that. We had opportunities. I think we could have done better on one of the goals (conceded), but we go away with no regrets.”
