Lee finished with five for 41 and alongside fellow quicks Glenn McGrath (one for 37) and Michael Kasprowicz (two for 40) reduced England to 45 for four.

But Andrew Flintoff, who top scored with 87, helped give the world champions something to chase.

Together with Paul Collingwood (34), he put on 103 for the fifth wicket and then added 45 with wicketkeeper Geraint Jones (22).

Despite the general success of the Australia pace attack, Jason Gillespie continued to struggle with his seven overs costing an expensive 42 runs.

Lee, who started the innings with a maiden after Australia won the toss, took a wicket with his last ball when captain Ricky Ponting held a brilliant diving catch at extra-cover to dismiss Ashley Giles.

England, who won Thursday's series opener at Headingley by nine wickets, saw first change Kaspro-wicz start a rout of their top order when, with his first delivery, he had Andrew Strauss looking for his favourite cut, playing on for 11 to a ball that was too close to him for the shot.

England captain Michael Vaughan went next, lbw offering no shot to McGrath for one.

And 28 for two became 28 for three when Marcus Trescothick, who made his first century against Australia at Headingley, walked down the pitch to Kasprowicz and was caught behind for 14.

England had now lost three wickets for three runs in 18 balls.

Their position was almost as bad as when they had been 33 for five in last weekend's tied triangular NatWest Series final against Australia at Lord's.

But then they were batting second and knew their target. Now they had to set a total.

However, the early flurry of wickets meant Kevin Pietersen and Flintoff, England's two most dynamic batsmen, were at the crease with 39 overs left.

The pair, who had yet to come off together in previous matches, were though soon separated when Pietersen, on 15, going for a flamboyant off-drive, played on to Lee.

Collingwood, for the second time in as many games at Lord's now had to help rebuild an innings.

At the other end Flintoff, who almost played on to Kasprowicz, twice pulled Gillespie for four as nine runs came off the bowler's first over.

He then fiercely drove the first ball of Gillespie's second spell for four before pulling him for six into the Grand Stand.

Australia still had the upper hand overall but Flintoff and Collingwood were giving England a glimmer of hope.

Then Collingwood's straight four off Brett Lee brought up a 100 hundred partnership in 134 balls.

But a ball later Collingwood was caught behind, cutting for 34, England 148 for five in the 39th over.

Flintoff smashed Andrew Sy-monds, in off-spin mode, for four and a six.But a ball after nearly being run-out he sliced Lee to Mike Hussey on the cover boundary having faced 112 balls with two sixes and 10 fours for his best one-day international score of the season.

Jones made a handy contribution before he too holed out off Lee.

Darren Gough was five not out and Stephen Harmison six not out.

Before play began a minute's silence was observed in memory of the victims of Thursday's London Underground and bus bombings, which left at least 50 dead and more than 700 injured.