Lyle Lakay was the hero for Masandawana in an error-ridden match which saw Terrence Dzvukamanja grab a brace
Sundowns were without their key attacking midfielder Gaston Sirino, who was serving a two-match suspension and he was placed by Sphelele Mkhulise in the starting line-up.
Motjeka Madisha and Ricardo Nascimento started at the heart of the Sundowns defence with Pitso Mosimane’s side yet to concede a single goal in this season’s competition.
On the other hand, Wits were missing several key players including Thabang Monare and the team’s two first-choice goalkeepers Brandon Peterson and Ricardo Goss.
Brighton Mhlongo got a chance to start in goal for Gavin Hunt’s side, while Terrence Dzvukamanja, who had netted twice in his last two competitive games, spearheaded Wits’ attack.
Sundowns did most of the attacking in the opening stages of the match, but Wits were solid and compact with Thulani Hlatshwayo marshalling the Students’ defence.
However, the first real chance of the game went to Hunt’s men following a mistake by Uganda‘s first-choice Denis Onyango from Deon Hotto’s long-range shot.
Cole Alexander pounced onto on a loose ball after Onyango failed to handle the ball, but the Wits midfielder placed his shot over the crossbar from close range.
Masandawana looked dangerous every time they attacked and they had an opportunity to break the deadlock when Sibusiso Vilalakzi set-up Themba Zwane, who fired straight at Mhlongo.
Mosimane’s side was awarded a penalty after Buhle Mkhwanazi was adjudged to have handled fouled Madisha in the Wits box 10 minutes before half-time.
Nascimento then stepped up and converted from the spot-kick to make it 1-0 to Sundowns heading into the half-time break.
Wits came back rejuvenated following their half-time team talk with Hunt with the veteran coach having introduced Rowan Human and Zitha Macheke at the beginning of the second half.
Haashim Domingo, who is set to join Sundowns at the end of the current season, played a delightful through pass for Hotto, but Onyango came out to deny the Namibian winger from close range.
Wits kept pushing and they did restore parity in the 76th minute through Dzvukamanja, who pounced on a mistake from Madisha before sliding past beat Onyango to make it 1-1.
It was end-to-end stuff as Mhlongo came out and misjudged Onyango’s long-ball and Keletso Makgalwa pounced and fired home to make it 2-1 to Sundowns with nine minutes left.
Masandawana’s defence then went to sleep and they were punished by Dzvukamanja again as the Zimbabwean forward dribbled past Madisha, before scoring and the match looked destined for extra-time.
However, Lyle Lakay had other ideas as the super-sub snatched a late winning goal in stoppage with a brilliant curling free-kick to seal Sundowns’ 3-2 win over Wits on the night.