It was 2010-11 season when APOEL Nicosia won Cypriot League and get one position to 2011–12 UEFA Champions League second qualifying round.
A successful campaign saw them through to the 2011–12 UEFA Champions League group stages by eliminating Skënderbeu Korçë (6–0 agg.), Slovan Bratislava (2–0 agg.) and Wisła Kraków (3–2 agg.). APOEL drawn in Group G, alongside F.C. Porto, Shakhtar Donetsk and Zenit St. Petersburg.
On 13 September 2011, APOEL hosted Zenit St. Petersburg in GSP Stadium and secured its first ever victory in the UEFA Champions League group stage proper with a 2–1 comeback victory against the Russian side. Konstantin Zyryanov put Zenit ahead in the 63rd minute but APOEL was rewarded for its attacking play 10 minutes later when Gustavo Manduca pounced on a loose ball in the box and slotted the ball into the Zenit net. The winner came two minutes later when Brazilian striker Aílton evaded the Zenit defense and shot into the far corner past goalkeeper Vyacheslav Malafeev. In its second match in the group, APOEL held Shakhtar Donetsk to a 1–1 draw at the Donbass Arena and stayed in first place in the group. APOEL took the lead when the striker Ivan Tričkovski finished off a counterattack in the 61st minute. Shakhtar equalised three minutes later when Jádson scored. Another away match followed against F.C. Porto and APOEL drew 1–1 at Dragão to extend its unbeaten start and keep them on the top of Group G. Brazilian forward Hulk put F.C. Porto ahead after 13 minutes with a curving free-kick from distance and APOEL levelled six minutes later when Aílton received the ball close to the Porto area, dribbled past Fernando and sent a diagonal shot that gave the goalkeeper Helton no chance to block. However, on the last minute of added time APOEL could have won the match, but substitute Aldo Adorno was denied the winner by a block from Helton. On 1 November 2011, APOEL hosted F.C. Porto in GSP Stadium and Gustavo Manduca's last-minute winner meant APOEL remained unbeaten at the top of Group G, securing at least a place in the 2011–12 UEFA Europa League knockout phase. On 42nd minute, Aílton was tripped by Eliaquim Mangala and the referee immediately signaled a penalty. The Brazilian striker stepped up and sent Helton the wrong way, scoring his third goal in the competition. On the 89th minute F.C. Porto won a penalty and Hulk made no mistake from the spot, equalizing for the visitors. It looked like the Portuguese side had salvaged a draw, but in the 90th minute Constantinos Charalambides fired in an accurate cross and found Gustavo Manduca in the box, whose left-footed strike from close range sealed the win for APOEL. On 23 November 2011, APOEL made history and became the first Cypriot team to reach the last 16 of the UEFA Champions League by holding Zenit St. Petersburg to a 0–0 draw in Petrovsky Stadium. APOEL eventually reached the last 16 as a group winner, despite losing its unbeaten record after a 0–2 home defeat by Shakhtar Donetsk on the final match day. Luiz Adriano (who had in the first half a penalty saved by Urko Pardo) and Yevhen Seleznyov scored second-half goals for Shakhtar to win its first group stage match that season, but APOEL stayed top of Group G after Zenit St. Petersburg drew 0–0 at F.C. Porto.
In its first participation to the UEFA Champions League last 16, APOEL drawn against French side Olympique Lyonnais. The first leg was held at Stade de Gerland on 14 February 2012, in front of over 5,000 travelling APOEL supporters. Lyon overcame APOEL's tight defense with a second-half goal by Alexandre Lacazette and secured a slender advantage by winning 1–0. In the second leg which was held at GSP Stadium on 7 March 2012, Gustavo Manduca's ninth-minute opener levelled the tie 1–1 on aggregate. After 90 minutes and 30 minutes of extra time the game remained 1–0 for APOEL and went to a penalty shoot-out. On the penalty shoot-out, Dionisis Chiotis made two saves by diving to his left to block penalties from Alexandre Lacazette and Michel Bastos, while APOEL converted all four of its own spot kicks and won 4–3, reaching the UEFA Champions League quarter-finals for the first time.
APOEL has been drawn to face Spanish giants Real Madrid in the quarter-finals. In the first leg which was held at GSP Stadium on 27 March 2012, APOEL stood well for 74 minutes, but Real Madrid ran out 3–0 winners thanks to late goals from Karim Benzema (74', 90') and Kaká (82'). In the return leg which was held at Santiago Bernabéu on 4 April 2012, Real Madrid took a 2–0 lead in the first half by Cristiano Ronaldo's (26') and Kaká's (37') goals. Gustavo Manduca scored a goal for APOEL in the 67th minute after an excellent through ball from Aílton, but Ronaldo scored his second goal with a free-kick in the 75th minute to make it 3–1 for Real Madrid. Substitute José Callejón scored in the 80th minute but two minutes later APOEL won a penalty after Hamit Altıntop brought down Aldo Adorno and Esteban Solari beat Iker Casillas from the spot to make it 4–2. Finally, another goal scored by Ángel Di María in the 84th minute and Real Madrid won by 5–2, reaching the semi-finals with an aggregate score of 8–2 and giving an end to APOEL's impressive run in the competition.
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