Aston Villa produced a highly disciplined performance to keep alive their hopes of progressing further in the UEFA Cup as they withstood a second-half onslaught from Athletic Bilbao last night.

But Brian Little's side were left to reflect that it might have been an even better return to take into the return leg of the second-round tie at Villa Park in a fortnight's time.

Both Savo Milosevic and Dwight Yorke will feel they should have done better with first-half opportunities as Villa counter-attacked to great effect in the opening 45 minutes.

Villa were the more dangerous side in the first period and then dealt efficiently with all that Bilbao could throw at them in the second half, with Steve Staunton and Gareth Southgate outstanding at the back.

Urged on a passionate 40,000 crowd, Javi Gonzalez showed some nice touches on the left flank, but in truth the hosts failed to create a clear-cut opening against a solid Villa defence.

All that goalkeeper Mark Bosnich had to deal with was a header straight at him containing little power from Bittor Alkiza and a 25-yard shot from Inigo Larrainzar which he needed two attempts to hold on to.

Villa, in contrast, looked threatening on the counter-attack and they created the best two chances of the opening 45 minutes - at the start and end of the half.

After only three minutes a leftwing centre from Alan Wright picked out Milosevic but he failed to get sufficient power in his shot which goalkeeper Imano Etxeberria was in the end able to save with ease.

But he should have been given no chance seven minutes before the interval when a fine move involving Fernando Nelson, Milosevic and Stan Collymore set up a great chance for Yorke. The striker found himself unmarked 15 yards out but with only Etxeberria to beat he dragged his shot wide.

Bilbao upped the tempo in the second period and dominated proceedings, but they were caught offside on several occasions by a well-drilled Villa rearguard and still struggled to find a way through.

However, substitute Aitor Larrazabal almost broke the deadlock in the 64th minute when his shot cannoned back off a post.

Villa retaliated and six minutes later Grayson, a second-half substitute for Ian Taylor, powered a header goalwards from Draper's corner only for Larrazabal to clear off the line.

Chances were becoming more frequent at both ends and it needed Wright to deflect a fierce effort from Joseba Etxeberria past the post, but Villa held on to give themselves a great chance of reaching the third round.

Athletic Bilbao: I. Etxeberria, Alkarta, Urrutia, Ziganda, Garcia, J. Etxeberria, Alkiza, Lasa (Larrazabal 60), Larrainzar, Gonalez (Bermego 76), Rios. Subs not used: Valencia, Goikoetxea, Lacruz, Ferreira, Nagore.

Aston Villa: Bosnich, Nelson, Wright, Scimeca, Southgate, Staunton, Draper, Taylor (Grayson 46), Yorke, Milosevic, Collymore. Subs not used: Oakes, Charles, Curcic, Ehiogu, Joachim, Hendrie. Booked: Collymore, Yorke. Att: 46,000.

Referee: H Strampe (Germany).