Italy had one of the most embarrassing, shambolic performances in South Africa two years ago.
England wasn't far behind them.
Fortunately, both sides have bounced back nicely at Euro 2012 so far.
Italy finished second to Spain in Group C with five points after draws with Croatia and Spain and a win over Ireland in the final group match.
No one has had very high hopes for England in years, and expectations were particularly low heading into Euro 2012 with an injury-ravaged side and a brand new manager in Roy Hodgson.
The Three Lions have shocked everyone the last couple weeks, and they did themselves a world of good by avoiding defending champions Spain in the quarterfinals.
Italy and England will face off in the last quarterfinal match of Euro 2012 on Sunday, June 24, and two of football's biggest nations are sure to excite in one way or another.