Flamengo were eliminated from the Copa Libertadores following a 2-3 defeat to Leon in their final group match at the Maracana stadium.
Franco Arizala gave the Mexican side the early advantage before former Arsenal defender Andre Santos equalised with a header on the half hour Wednesday, reports Xinhua.
Mauro Boselli restored the visitors' lead but Alecsandro again drew level for the hosts in a free-flowing first half.
Needing victory to progress, the Brazilian giants constantly pressed throughout the second half but could find a way past Leon's defence.
Mexico international midfielder Carlos Pena then secured his team's passage to the knockout phase when he rifled in a left-footed shot six minutes from time.
In other matches Wednesday, Bolivar secured top spot in Group 7 with a 2-1 victory over Emelec, Independiente del Valle beat Union Espanola 5-4, San Lorenzo eliminated Botafogo 3-0, Cruzeiro overcame Real Garcilaso 3-0 and Universidad de Chile held Defensor Sporting 1-1.
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