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Real Madrid will face Osasuna in the next round in January. Atletico will face the winner of the tie between Valencia and Nastic Tarragona.

Madrid: Real Madrid and Atletico Madrid advanced to the Copa del Rey's round of 16 after dispensing with third-division opponents on Wednesday.

Five-time cup winner Sevilla became the night's only topflight team to be upset by a lower-division team when third-tier Racing Santander won 2-0 in Seville to overturn a 1-0 first-leg loss.

Madrid, which had been held to a scoreless draw by Olimpic Xativa in the first leg, scored twice in the first half to win 2-0 at the Santiago Bernabeu.

Asier Illarramendi put Madrid ahead in the 16th with his first goal since the midfielder transferred from Real Sociedad last summer. Jese Rodriguez set up Illarramendi to end Olimpic's run of keeping a clean sheet in nine consecutive matches.

Angel Di Maria doubled the advantage in the 28th with a penalty that goalkeeper Francisco Solar palmed off his post, only to see it trickle over the line.

Madrid goalkeeper Iker Casillas had an awkward fall late but finished the game after team doctors examined his back on the pitch.

"We tried to score more goals but we couldn't manage it," said Madrid's Pepe. "The important thing is that the team played well."

Madrid will face Osasuna in the next round in January.

Defending champion Atletico needed a last-gasp header by defender Tobias Alderweireld to edge Sant Andreu 2-1, advancing 6-1 on aggregate.

After Alberto Carroza scored for Sant Andreu in the 15th, Adrian Lopez missed a penalty for Atletico before he set up substitute Hector Hernandez to equalize in the 79th.

The Barcelona-based side still seemed set to celebrate a surprising draw at Vicente Calderon Stadium until Alderweireld flicked in Gabi Fernandez's free kick three minutes into stoppage time.

Atletico will face the winner of the tie between Valencia and Nastic Tarragona, who play on Thursday after 0-0 in the first leg.

Sociedad, Almeria, and Real Betis also finished off lower-division opponents to advance.

Sociedad routed Algeciras 4-0 with goals by Javier Ros, Haris Seferovic, Antoine Griezmann and Carlos Vela, advancing 5-1 on aggregate. Griezmann has scored 13 goals in all competitions this season.

Almeria drew 0-0 with Las Palmas and went through from its 3-1 first-leg win.

Betis let third-tier Lleida Esportiu rally for a 2-2 draw, but held on to advance 4-3 on aggregate.

Sevilla was undone when Stephane M'Bia left it with 10 men in the 62nd after receiving a red card for bringing down Racing's Mariano Sanz with only the goalkeeper to beat.

David Miguelez converted the penalty kick in the 63rd minute to level the tie.

Racing forward Mahamadou Kone snatched the winner in the 90th, heading in a rebound that goalkeeper Javi Varas had tipped onto his crossbar.

"We were facing a trap ... and we fell right into it," said Sevilla coach Unai Emery. "It's a sad night."