Champions League debutants Tottenham will face holders Inter Milan in the group stage of the competition.
Inter coach Rafa Benitez makes a quick return to England, which will host the 2011 final at Wembley, with Werder Bremen and FC Twente also in Group A.
Manchester United take on SPL winners Rangers, Valencia and Bursaspor in Group C while Chelsea face Marseille, Spartak Moscow and Zilina in Group F.
Arsenal will play Shakhtar Donetsk, Braga, Partizan Belgrade in Group H.
Spurs kick off their campaign away to Werder Bremen on 14 September and travel to Inter on 20 October before hosting the Italian champions two weeks later.
Group G is likely to be billed this season's 'Group of Death' with AC Milan, Real Madrid and Ajax drawn alongside each other. The trio have won the European Cup 20 times between them. French team Auxerre complete the quartet.
Real Madrid director Emilio Butragueno said: "Milan don't worry me because you are always going to get a difficult or very difficult side.
"What I didn't like was getting Auxerre as the fourth team. It was the toughest part of this draw for us."
Manchester United's game with Rangers at Old Trafford on 14 September could present security problems given the Scottish club's fans rioted in Manchester at the 2008's Uefa Cup final.
An estimated 150,000 Rangers fans had descended on Manchester for the final in May 2008.
"I don't see any reason at all why Rangers fans shouldn't be allowed to go because of the over-hyped bother in 2008," said Rangers Supporters Trust chairman Stephen Smith.
"There were around 200,000 Rangers fans in Manchester for the final and only a tiny, tiny amount, a tiny fraction, were involved in trouble."
United's chief executive David Gill preferred to concentrate on manager Sir Alex Ferguson's close links with the Scottish club and his friendship with Rangers boss Walter Smith, who was briefly assistant manager at Old Trafford in 2004.
"There is the Rangers connection," said Gill, referring to Ferguson's career as a player with Rangers and Alex and Walter Smith go back a long way.
"It will be a great atmosphere at Old Trafford and I remember when we played up there in 2003 and Phil Neville scored a fairly rare goal.
"It will be a great occasion, I've spoken to Sir Alex and he's looking forward to it."
Gill added on BBC Radio 5 live: "Alex has gone on record as saying that the Champions League is a key one for him this season and for all of us.
"The disappointment of how we went out last season still hurts in quieter moments.
"It's a brilliant competition and the very fact that no team has ever retained the trophy in its current format demonstrates the sheer competitiveness of it."
Meanwhile, Marseille chairman Jean-Claude Dassier is looking forward to welcoming Chelsea and one of his club's former players to southern France, on 8 December.
"It will be great to see [Chelsea striker] Didier Drogba back at the Velodrome but he will come with his mates and it won't be a piece of cake," he said.
"The rest, I think, is manageable. It's an easier draw than last year. Chelsea are the favourites but I think we can beat the other two."
Luis Figo, the ambassador of holders Inter, added: "It's strange we didn't draw [former Inter coach Jose Mourinho's] Real Madrid given that destiny sometimes reserves itself for these occasions.
"We hope that after a fantastic year, of which we are very proud, we can manage a repeat.
"It's a tough group but if we want to go to Wembley [for the final] we have to beat everybody. German teams are always well-prepared and English ones know how to be dangerous."
Group A Inter Milan, Werder Bremen, Tottenham, FC Twente
Group B Lyon, Benfica, Schalke, Hapoel Tel-Aviv
Group C Manchester United, Valencia, Rangers, Bursaspor
Group D Barcelona, Panathinaikos, FC Copenhagen, Rubin Kazan
Group E Bayern Munich, AS Roma, Basel, CFR Cluj
Group F Chelsea, Marseille, Spartak Moscow, Zilina
Group G AC Milan, Real Madrid, Ajax, Auxerre
Group H Arsenal, Shakhtar Donetsk, Braga, Partizan Belgrade
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