The Chiefs produced a huge defensive effort on Tuesday night on the way to handing Wales a 40-7 rugby thumping in Hamilton.
The home side had limited attacking opportunities, but still conjured up six tries to one.
Former All Black five-eighth Stephen Donald created one try, almost scored another and landed all four of his conversion attempts before going off late to a big ovation.
The Chiefs had 20 players unavailable because of injury or international duty, including eight away with the All Blacks.
Donald, handed the captaincy in the absence of regular co-skippers Sam Cane and Aaron Cruden, who are with the Test squad, was delighted with his side's performance.
"I'm so proud of the boys," he said.
"It wasn't pretty and we had to defend for probably 80 per cent of the game, but this group of battlers did well tonight."
Donald said there was plenty of excitement beforehand about the chance to play a touring side.
"There are a lot of guys who haven't had much opportunities," he said.
"The Welsh are a good team, but we just thought, hell, we're going to rip into them and, hopefully, it was going to be enough and, in the end, it was."
Lock Luke Charteris, Wales' captain for the match, said the Chiefs won the battle of the gain line and the breakdown.
"We let ourselves down; we didn't match them," he said.
"They gave us a lesson there and we have to look at ourselves. It's just not acceptable to lose by that sort of margin."
Wales had 10 players backing up from their first Test defeat to the All Blacks, including skipper Sam Warburton.
The openside flanker wasn't originally selected, but started after Ellis Jenkins withdrew with a thigh strain.
Wales had the lion's share of possession and territory, and constantly turned down penalty shots at goal, but they struggled to find the cutting edge against a resilient defence.
They were behind in the seventh minute after Donald made a half break that set up halfback Brad Weber for a try.
Against the run of the play, the home side went further ahead on the half-hour when No.8 Tom Sanders finished off a 17-phase attack.
Donald, after another galloping run, was then denied a try after the officials ruled he was held up.
But from the subsequent scrum, lock Dominic Bird went over and Donald added the extras for a 21-0 halftime scoreline.
Wales finally managed to get on the board in the 56th minute as they drove replacement hooker Kristian Dacey over from a lineout.
But the Chiefs finished with a flourish via further tries to fullback James Lowe, winger Toni Pulu and replacement back Sam McNicol.
Wales have four days to recover before Saturday's second Test in Wellington.