South Africa, leaning heavily on Gary Kirsten and Jacques Kallis, turned the tables on England as they clawed their way back into the fourth Test at Headingley, Leeds, on Saturday.

England began the third day with the edge after having dictated the pace of the match on Friday. But it was the South Africans who ended it in a better position, on 164 for five in their second innings with an overall lead of 199 on a track growing more waspish and capricious with each passing hour.

While the home side had struggled in the conditions -- they resumed on 197 for three and tumbled to 307 all out -- Kirsten and Kallis proved that superior technique could do much to master a diet of rearing deliveries and shooters.

Kirsten, who made 130 in the first innings in an impressively bloody-minded display, chiselled out another 60 runs over three-and-a-half hours before falling lbw to Kabir Ali shortly before the close.

He added 97 for the third wicket with Kallis who, offered one life on nine by the butter-fingered Mark Butcher, was caught behind off James Kirtley for 41.

Neil McKenzie (17) and Mark Boucher (two) were at the crease at the close after England took three quick wickets in the final phase of play.

Kirsten and Kallis had come together at a critical time. South Africa, favourites to head for the final Test with a 2-1 lead, were tottering at 31 for two after openers Herschelle Gibbs and Graeme Smith both fell lbw. Their stand, though not pretty to watch, may yet decide the game.

Kallis also had the perfect start to the day. He produced a swinging, seaming delivery first ball, which spat off a length and took the edge of Ed Smith's bat to dismiss him for a duck.

Nasser Hussain was the only Englishman with the patience and stubbornness to survive for long as he made 42 in a shade over two-and-a-half hours. But the wickets soon began to fall at the other end.

Alec Stewart made 15 before unwisely pulling at medium pacer Dewald Pretorius. His top edge looped straight to Andrew Hall at square leg to make it 239 for five.

That heralded a miserable collapse, six wickets falling for 68 just when England, condemned to bat last, needed to dig in to give themselves hope.

Hussain, in the end, was as culpable as any, chipping back a return catch to Jacques Rudolph, a batsman and occasional legspinner who had just sent down his second ball in Test cricket.

Andrew Flintoff's 64-ball 55 was the only other meaningful English contribution.

The giant allrounder will never be anything other than an fearsome striker of the ball. Spilled on six by a diving McKenzie at deep square leg, he ignored the widening cracks and crevices in the wicket to heave Kallis for two fours, Pretorius for two sixes and 16 off an over, and Makhaya Ntini for a six and four off consecutive deliveries.

It was fun, but short-lived, as Hall and Ntini wrapped up the tail, the last four batsmen sharing six runs among them.

Flintoff, partners melting way, was last out, bowled slogging at Ntini, who finished with three wickets.

Kallis came away with the best figures, a remarkable three for 38 off 20.1 overs.

By the evening, the all-rounder was producing a similar master class with the bat as South Africa began to sense victory.

Scores:

South Africa (first innings): 342 (G Kirsten 130; M Zondeki 59; J Rudolph 55)

England first innings (overnight 197-3):
M Trescothick c & b Kallis 59
M Vaughan b Ntini 15
M Butcher c Boucher b Kallis 77
N Hussain c & b Rudolph 42
E Smith c Boucher b Kallis 0
A Stewart c Hall b Pretorius 15
A Flintoff b Ntini 55
M Bicknell b Ntini 4
K Ali c Boucher b Hall 1
R Kirtley c Boucher b Hall 1
J Anderson not out 0
Extras: (b-2 lb-17 w-6 nb-13) 38
Total: (all out, 87.2 overs) 307
Fall of wickets: 1-27, 2-169, 3-193, 4-197, 5-239, 6-261, 7-289, 8-293, 9-307
Bowling: Pretorius 19-1-100-1 (w-2), Ntini 20.2-4-62-3, Hall 24-3-77-2 (w-1), Zondeki 1.5-0-10-0, Kallis 20.1-7-38-3 (w-3), Rudolph 2-1-1-1

South Africa (second innings):
G Smith lbw b Bicknell 14
H Gibbs lbw b Kirtley 2
G Kirsten lbw b Kabir Ali 60
J Kallis c Stewart b Kirtley 41
N McKenzie not out 17
J Rudolph c Smith b Anderson 10
M Boucher not out 2
Extras: (b-7 lb-7 nb-4) 18
Total: (for five wickets, 62 overs) 164
Fall of wickets: 1-9, 2-31, 3-128, 4-139, 5-160
To bat: A Hall, D Pretorius, M Ntini, M Zondeki
Bowling: Kirtley 14-6-28-2 (nb-1), Bicknell 15-1-40-1 (nb-1), Flintoff 10-3-20-0 (nb-1), Anderson 11-4-25-1, Kabir Ali 7-1-24-1, Vaughan 5-1-13-0 (nb-1)