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It was a hotly contested encounter between last years' semi-finalists and holders, and it was the latter who came out on top (again) at the Stadio Olimpico.
Both teams came into the clash in a poor run of domestic form, losing to Udinese and Eibar respectively at the weekend.
Viktoria Plzen's victory over CSKA Moscow earlier on the night meant that both the clubs had already secured safe passage to the next round, but both teams came out on the pitch eager to win and turn their fortunes around.
Roma started the game brightly, looking to test Real's nervy backline, and a Lucas Vasquez handball at the seventh minute was looked over by the referee as Alexander Kolarov blasted his shot wayward of the goal.
Los Blancos started coming into the game around the 20-minute mark and looked to create chances of their own through their returning marauding full-back pairing, Marcelo and Carvajal, but they failed to test Swedish Goalkeeper of the Year, Rob Olsen.
Stephan El Shaarawy came off at the 21st minute with an injury and was replaced by Justin Kluivert.
Roma's game got more direct as the young Dutchman looked to sprint past players but was failing more often than not as Madrid's defence proved a tough test for the young prodigy.
Cengiz Under blazed over from an open goal on the one occasion Kluivert got away from his marker, and it was a frustrating night for the Romans in front of goal, who were also without their main man Edin Dzeko.
Gareth Bale opened the scoring at the 47th minute after a defensive howler from ex-Tottenham defender Fazio and took full advantage as he rolled the ball past a helpless Olsen.
A few minutes later he crossed the ball from the right to Karim Benzema, who nodded it down towards the onrushing Lucas Vasquez who tapped in from six yards to wrap up the scoreline for the defending champions. So let's dive in and discuss the talking points from the game.
#1 Marcos Llorente finally gets a start
Marcos Llorente has Real Madrid in his DNA. His grandfather was the legendary Paco Gento, and everyone from his dad to his uncles has either played for the club or been involved behind the scenes at some point in their life.
So it was no surprise when he was made a part of the first team squad a couple years ago after his brilliant spell at Alaves, where he became one of the best defensive midfielder's in Spanish football.
Things took a downhill turn since then, as he's gone on to make sporadic appearances for the club, not even making the bench on a lot of occasions, but tonight he got the nod over Dani Ceballos to start to cover for the injured Casemiro.
The 23-year-old did not disappoint as he was a constant outlet for the back four, dropped wide to cover up for his fullbacks, and his ability on the ball and surprising turn of pace meant he was never caught out against the Roman attackers.
The Spaniard won four of his seven duels last night, and recovered the ball 8 times, more than any other player on the night.
It's performances like these that make me and a lot more fans clamor for more game time for the Spaniard, and Llorente has a real opportunity to cement his place in the squad rotation hierarchy in the absence of Casemiro.
#2 Roma needed Edin Dzeko or a solid backup
A club having Monchi as the man in charge rarely have squad deficiencies, but that's exactly what has happened, as the Romans were without their Bosnian talisman Edin Dzeko and several other key players on the night, but it was the lumbering No. 9 that was missed the most.
The club has been through a really rough patch domestically, and that's mostly because of Dzeko's goals in the league drying up this year, having scored two from 12 starts this year.
The former Wolfsburg and Manchester City star is nearing 33 now, and it is really time for the capital club to start looking at their options in the transfer market to bolster the position.
Despite his patchy form, Dzeko remains integral to the coach's plans, as his towering presence up front causes defenders headaches and also allows the wingers to cut in and cause havoc in the box, and that was sorely missed tonight as Patrick Schick could not create the same threat against Ramos & Co.
#3 Solari is not an Isco fan
Isco Alarcon was not even in the 20 man list to face last years' semi-finalists, as Solari stuck with Modric and Kroos on the night.
Things have looked bleak for the 26-year-old ever since the Ex-Castilla coach took over from former Spain boss Lopetegui, but Solari has stated that Isco's lack of game time is due to his fitness, as he believes that he still hasn't recovered from the appendicitis operation he went through earlier this season.
Since then the former Malaga midfielder has made no starts, coming off the bench most recently in the defeat to Eibar, where he looked bright, and certainly not lacking any match fitness. He must consider his options come January.
#4 Roma need to make more of their chances
Roma created a sleuth of opportunities tonight, despite Los Blancos' domination over possession, and the Italians had 17 shots on the night, only 5 of which went ahead to trouble Thibaut Courtois.
The Romans missed a lot of chances, and Cengiz under failed to score from point-blank range right before halftime and had they scored, the complexion of the tie could have been very different.
The Italians had six corners on the night and came incredibly close through Kostas Manolas to score, but his effort didn't trouble the big Belgian.
The Romans need to work on their set pieces and finishing and find ways to improve them drastically before the season ends if they are to have any hope of achieving glory on any fronts this season.
#5 Solari must be given an open purse in January/Summer
Santiago Solari looks like a man with a plan, and despite faltering over the weekend against the measly Eibar, my opinion of him doesn't change.
He is the man to lead the club out of this phase of unrest, and he must be given a free rein, much like Zidane was afforded when he took over from Benitez.
The man from Rosario has a very calm demeanor on the touchline, and he has made the best of a very bad situation since taking over, steadying a sinking ship and then some.
He's also not been afraid to make a tough class, dropping the underperforming stars for youth.
And his use of younger players has been a breath of fresh air, as various new faces like Javier Sanchez, Vinicius Jr. have all received a lot more playing time under the former Castilla coach.
The manager must be given an open purse in the transfer window, as there are quite a few deficiencies in the squad, and if the former Argentine international wants to buy and sell to fix it, he must be given all control to do so.
