Zimbabwean Kingston Nkatha gave Stars the lead in the 36th minute, and Sifiso Thomo added the second goal in the 89th minute.
It was an impressive display from Nkhatha, who proved from the outset that he was going to be a thorn in the side of Aces as he continually looked menacing in his opposition’s 18 yard area.
His first attempt on goal came in the sixth minute when he met an in-swinging cross and his header narrowly missed the target.
Aces first chance came only four minutes later when Kennedy Mweene was forced into a fine save diving full stretch to his right to palm an 18 yard Mpho Maleka shot away from danger.
That was about as good as it got for the side from Mpumalanga in the first half as Free State proceeded to dictate terms in the middle of the park.
Nkatha was in action again in 20th minute when he struck a powerful 20 yard free-kick goalwards, but unfortunately for him Aces’ goalie, Chad Harpur, was on hand to punch his effort away.
Eventually, after all their pressure, Stars were able to convert a chance on goal when Kleinbooi Taaibos set Nkatha through on goal with a fine pass.
This time Nkatha did not waste the opportunity firing the ball home into the bottom left corner of the net, 1-0.
The half time whistle couldn’t have come soon enough for Aces as they clearly struggled to compete with the pace and determination of the Ea Lla Koto in the first half.
The second half saw Aces come out and try to find their way back into the match, but they were simply unable to compete with the midfield of Stars who bossed the game from start to finish.
However, despite their dominance in the midfield Stars seemed a little clumsy going forward and did not really manage to create any clear cut opportunities in front of goal in the second 45 minutes.
That was until Sifiso Thomo came on in the 88th minute and with virtually his first touch on the ball and in the last minute of the match he was able to seal victory for Free State.
After a great passing movement Thomo latched onto the ball inside the 18 yard area and let loose with a powerful shot that found the back of the net, 2-0.
That is how the game ended as Stars sailed into the semi-finals of the 2010 Nedbank cup.