Swing bowler James Anderson captured five wickets on Saturday to dismiss South Africa for 362 but not before the tourists had reduced the first innings deficit to 83 runs in the third cricket test at Trent Bridge.
England then lost opener Marcus Trescothick to the first ball of the second innings and stumps were drawn after an absorbing day's play.
Facing the follow-on after being reduced to 132 for five, South Africa fought back through half centuries by Neil McKenzie (90) and Shaun Pollock (62) and some defiant lower-order batting. The tourists resumed on 84 for two.
Pollock followed up his 84-ball innings with the wicket of Trescothick, who was contentiously adjudged caught at short leg by umpire Daryl Harper.
On a wicket that was getting increasingly difficult to bat with the deliveries keeping frustratingly low, the match was keenly poised despite England holding the slender edge over the Proteas.
Skipper Michael Vaughan, yet to face a ball, will resume the fourth day with Mark Butcher as England tries to force a result and level the series.
England scored 445 runs in its first innings while the tourists lead the five-match series 1-0.
Anderson upstaged fellow swing bowler James Kirtley's test debut with his second five-wicket haul in his fifth test and bowled superbly after the tea break.
Kirtley took two wickets with successive balls in the first over to finish with 2-80.
South Africa, cruising on 251 for five at tea, lost quick wickets against Anderson, who reverse swung the second new ball effectively.
Anderson earlier dismissed allrounder Jacques Kallis and bowled unchanged after tea to take 5-50 in 12.5 overs. He began by having McKenzie caught before going on to claim Andrew Hall, Paul Adams and Pollock.
"We had to battle for every wicket," said Anderson, who rekindled his form after taking just three wickets in the first two tests. "The wicket played better than we expected.
"I've been bowling within myself in the last couple of matches. It [test] could go either way, but the team that grafts the hardest will come on top."
Pollock, the former captain, said, South Africa will remain positive and would chase any target set by the home side.
"We'll have a chat and come out with a game plan. We'll have to treat this match like a one-dayer, and chase any target that's put in front of us.
"Now we have to make sure that we use the assistance the wicket is giving us."
South Africa averted the follow-on after McKenzie and vice captain Mark Boucher (48) rallied the side with a 129-run partnership.
Earlier, Kirtley was on a hat-trick after dismissing Jacques Rudolph and Boeta Dippenaar.
But McKenzie, who denied Kirtley the hat-trick played a composed innings for 12 minutes over four hours and resurrected the innings with Boucher.
The pair fell in quick succession after the tea break as South Africa lost three wickets for 48 runs.
McKenzie's 168-ball innings was ended by the first loose shot he played. Anderson ended England's frustration by having him caught by first slip Trescothick.
Five overs later, Boucher was trapped leg before wicket by Andrew Flintoff.
Kirtley had lefthander Rudolph caught behind for 15 with the fifth ball of the day. Off the next ball he then trapped Dippenaar leg before wicket for nought.
An hour later, Anderson replaced Flintoff to dismiss Kallis. The South African allrounder, who took 91 balls to score 27 runs in his first test of the series, shouldered the bat to an Anderson delivery which seamed back and removed the off stump.
The England first innings was built on a 189-run third-wicket stand between Mark Butcher (106) and Nasser Hussain (116), and some strong lower-order batting led by debutant Ed Smith (64) and Stewart (72).
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