England claimed four wickets after tea, including opener Chris Rogers, who was Australia's top scorer with a 121-ball 52 that included eight fours.
Stuart Broad took 2-34 and Graeme Swann 2-64, leaving Brad Haddin and Ashton Agar not out on 11 and 1 respectively.
To win Australia will have to break the record at Nottingham for a successful fourth innings test run chase, set by England who scored 284 against New Zealand in 2004.
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