Reigning World and European Champions Spain crashed out of the World Cup after a 2-0 defeat to sparkling Chile.
The Chileans sweep through to the knockouts and go head-to-head with Holland to decide who tops the group.
Vicente Del Bosque dropped Xavi and Gerard Pique following the shock 5-1 defeat to Holland, but Diego Costa, Cesar Azpilicueta and Iker Casillas retained their spots despite poor performances.
Spain had won both their previous World Cup encounters with Chile, 2-0 in 1950 and 2-1 in 2010. However, Edu Vargas had an effort deflected just wide after 44 seconds and Gonzalo Jara nodded the resulting corner off target. Spain also threatened, Claudio Bravo bravely charging down Pedro from point-blank range.
Chile broke the deadlock when Charles Aranguiz sprung the offside trap and rolled across for Napoli-owned Edu Vargas to take a touch, commit Casillas and turn in.
Xabi Alonso ballooned over and Diego Costa hit the side-netting, but Spain simply never got into gear.
Instead, Chile doubled their lead thanks to another Casillas error in this World Cup. The goalkeeper punched an Alexis Sanchez free kick into the path of Aranguiz.
Sergio Busquets wasted an incredible chance to score his first ever goal for Spain, prodding wide of an open goal after a Sergio Ramos free kick was not dealt with.
Mauricio Isla of Juventus almost added a third goal for La Roja, but lost his balance when meeting a Vargas assist at the back post.
Andres Iniesta hoped to at least get a consolation goal at the 84th, but his long-range strike was palmed out from under the bar. There were six minutes of stoppages, but Spain never really looked like making the most of it.
Spain 0-2 Chile
Scorers: Vargas 20 (C), Aranguiz 43 (C)
Spain: Casillas; Azpilicueta, Javi Martinez, Ramos, Alba; Xabi Alonso (Koke 46), Busquets; Iniesta, Pedro (Cazorla 76), Silva; Diego Costa (Torres 64)
Chile: Bravo; Medel, Jara, Silva; Isla, Aranguiz (Gutierrez 64), Diaz, Mena; Vidal (Carmona 88); Alexis Sanchez, Vargas (Valdivia 85)
Ref: Geiger (USA)