At tea, England were 289 for four. Flintoff was 68 not out off 60 balls with five sixes and six fours.

Together with Kevin Pietersen, 40 not out, he shared a run-a-ball stand of 102, the aggressive pair hitting form together for the first time in either one-day or Test cricket as England capitalised on the freak absence of spearhead fast bowler Glenn McGrath.

Michael Kasprowicz, only playing after McGrath was ruled out of the game with a right ankle injury sustained in the pre-match warm-up, took two wickets in four balls after lunch.

England, who resumed on 132 for one, slumped to 187 for four before the middle-order duo counter-attacked.

At lunch, Marcus Trescothick was 77 not out and captain Michael Vaughan unbeaten on one.

But 10 runs short of what would have been his first Test century against Australia, left-handed opener Trescothick hung his bat out at a wide delivery from Kasprowicz and edged through to wicketkeeper Adam Gilchrist.

Trescothick faced just 102 balls with two sixes and five fours.

And three balls later Ian Bell, on his Warwickshire home ground, fell to the same combination for six after a good length ball nipped away off the pitch and took the outside edge.

Vaughan advanced to 24 before his skied hook off Jason Gillespie was well caught by Brett Lee at fine leg to give the fast bowler his first wicket of the series.

England had lost three wickets for 23 runs in 32 balls and Australia were back in the game.

But Flintoff, whom Shane Warne thought he had caught at short leg on four, struck the leg-spinner for three sixes, the first over long-on, the second over mid-wicket and the third clearing long-off as England continued to score at more than five runs an over.

Fast bowler Brett Lee, whose 11 overs cost 72 runs, almost had Flintoff out when a top-edged hook fell just short of the diving Kasprowicz at fine leg.

Next ball, despite taking his eye off the delivery, Flintoff hooked the ball out of the middle of the bat for six, a shot made famous by another England all-rounder, Ian Botham, during the 1981 Ashes series.

England had a huge boost before play began when miserly bowler McGrath, man-of-the-match with nine for 82 in Australia's 239-run series opening victory at Lord's last month, was ruled out after treading on a stray cricket ball on the outfield.

Nevertheless, Australia captain Ricky Ponting chose to field first on a pitch softened by tornado-induced rains last week.

Trescothick and fellow left-handed opener Andrew Strauss saw England off to a flying start with a flurry of boundaries.

Then Warne, Test cricket's leading wicket-taker, saw Strauss -- whom he dropped at first slip on four -- loft him for a boundary.

But Warne had his revenge and his 590th Test wicket when he bowled Strauss for 48 with a ball that spun back sharply and beat the left-hander's attempted forcing shot. Strauss faced 76 balls with 10 fours.