Arsenal Ladies are out of the Uefa Women's Cup after losing their Quarter-Final second leg 3-1 at Frankfurt on Saturday.
The Gunners took an early lead but the German champions were in front by half time and extended their lead 10 minutes into the second half.
Injuries to Jayne Ludlow and captain Faye White didn't help the Ladies' cause and a late penalty miss effectively ended their resistance.
Vic Akers' side had forced a highly-creditable 1-1 draw in the first leg at Barnet FC last week, but the manager was not in Germany to lead his side due to first-team duties at West Bromwich Albion.
In his absence, first team coach and Academy Director Fred Donnelly took over the reins and watched the Gunners go a goal up through Ciara Grant after 11 minutes.
The match had begun with both sides looking lively in the opening exchanges, but it was the Republic of Ireland international who put Arsenal in the driving seat following good work by Kelly Smith.
England star Smith, who was nominated for the Fifa Women's World Player 2005 award last week, found Lianne Sanderson on the edge of the Frankfurt penalty area. The England Under-19 international in turn found Grant with a neat pass and the Irish captain did the rest.
However Frankfurt levelled on 20 minutes when Renate Lingor scored with a penalty after Rachel McArthur had felled Brigit Prinz in the area. The former Bristol City midfielder was adjudged to have pulled the German forward's shirt and the referee pointed to the spot.
Frankfurt, bolstered by Lingor's equaliser after the early shock of conceding a goal, now had the initiative and nearly edged ahead soon after drawing level.
Prinz was fouled by White and Lingor's resulting free-kick was headed wide by Kerstin Garefrekes with the goal at her mercy.
Arsenal survived temporarily, but when Jayne Ludlow sustained an injury following a clash of heads with Steffi Jones and was forced out of the game, things went from bad to worse for them.
Garefrekes made amends for her earlier miss by scoring Frankfurt's second. Unmarked on the edge of the Arsenal penalty area, she fired an unstoppable shot into the top corner, giving Emma Byrne in the visitors' goal no chance.
Just after half time, Garefrekes was involved again as the Germans almost scored a third. Collecting a pass from Prinz, Garefrekes sent an inviting delivery across the Arsenal goal but, fortunately for the Gunners, nobody was on hand to convert.
In the 55th minute Sandra Smisek virtually assured Frankfurt's passage through to the Semi-Final. Having already lost Ludlow with a gashed head, Arsenal then had captain White stretchered off with a twisted knee.
To their credit, Arsenal refused to lie down and, in stoppage time, Smith was tripped and Grant had the chance to reduce the arrears from the penalty spot. Unfortunately keeper Marleen Wissing pulled off a great save.
Arsenal leave the competition with their heads held high despite the 4-2 aggregate defeat and stand-in manager Donnelly was full of praise for both sides.
"Congratulations to Frankfurt. They created chances and played well," he said.
"At 1-0 up we had a good chance for the second [goal] and that would have made a difference. The penalty let them back into the game and we had a poor start to the second half.
"Jayne Ludlow was a driving force for us and we didn't come to terms with the game in the period after she went off. We missed her.
"I'm proud of the team and what they have done, but I wish Frankfurt all the best, they are a great side."