The first ten minutes was very quiet as both sides were struggling to maintain a sustained period of pressure on the final third and also create obvious goal scoring opportunities.
The first real chance of the match turned into a goal in the 15th minute. Sundowns lone striker Anthony Laffor finished off a pass from former Stars winger Mzikayise Mashaba to make it 1-0 to the visitors.
Stars winger Luyolo Nomandela was causing problems for the Sundowns defence. Downs defender Ramahlwe Mphahlele was struggling to cope with the 24-year old's pace and skill down the left as Stars pushed for the equalizing goal.
In the 29th minute, Stars goalkeeper Daniel Agyei reacted brilliantly to snub the ball away from Sundowns veteran midfielder Surprise Moriri who was charging into the Stars box.
Four minutes before half-time, former Free State Stars midfielder Dove Wome made it 2-0 to the visitors. Sundowns midfielder Esrom Nyandoro's deflected shot fell on the path of Wome, who made no mistake by beating keeper Agyie.
Stars captain Paulus Masehe's volley went inches over Downs keeper Wayne Sandilands' goal in the 50th minute. The former Sundowns striker was playing as a defender.
Five minutes later, Sundowns' Ghananian defender Rashid Sumaila rose highest in the Stars box. The 21-year old's header sailed over keeper Agyie's goals.
The home team were pushing for the equalizing goal, with Downs defending too deep. However, Downs were looking dangerous on the counter-attack.
Nomandela should have pulled one back for Stars in the 74th minute. The 24-year old was just unfortunate as his attempt flew over keeper Sandilands' goal posts.
Stars defender Daniel Cardoso was red carded for a dangerous tackle on Sundowns dribbling wizard Lebohang Mokoena in the 81st minute.
The home team finally pulled one goal back in the 94th minute. Stars striker Moeketsi Sekola beat Sandilands with a powerful shot from range but it was too late as Sundowns won 2-1 away from home.