Graeme Smith led a brave South African fightback on day two but some unlikely bowling heroics from David Warner meant the Proteas still have a massive mountain to climb in the second test against Australia in Adelaide.
Warner (1-27) was injected into the attack in the 51st over and immediately claimed the crucial wicket of run-machine Hashim Amla (stumped for 11), as the Proteas finished 2-217 at stumps.
That tempered Australia's frustration at missing two golden chances to get rid of stoic captain Smith - one from a keeping error and the other an overrule from DRS.
Smith is unbeaten on 111 and while he's at the crease the test is far from over on a good batting strip at Adelaide Oval.
The South Africans trail Australia's first innings 550 by 333 runs with eight wickets in hand, but they're carrying a ginger Jacques Kallis (hamstring) in their line-up.
Jacques Rudolph is the other not out batsman on 25.
If it wasn't for Michael Clarke's sensational year, Amla would be the player of 2012 but he had no answer for surprise packet Warner.
The part-time leg-spinner enticed the normally composed Amla out of his crease and gloveman Matt Wade redeemed himself from a costly spill earlier on the day on Smith to whip the bails off in time.
The Proteas made the ideal start to their first innings reply.
Alviro Petersen (54) and Smith put on 138 before Petersen brought himself undone in the 42nd over with some terrible running between the wickets, allowing Mike Hussey to catch him short with a direct hit.
Petersen found himself running head-on into man-mountain Smith as he sought his ground and his over-compensation in veering around his skipper cost him his wicket.
Smith's first get-out-of-jail card was used when on 46.
The burly left-hander came out of his crease to Michael Clarke's (0-10) off-spin, but when the ball got through the gate, Wade couldn't control.
And in the 46th over with Smith on 78, firebrand James Pattinson (0-40) was convinced he had his man for a third time this series, as Wade went up for a huge caught-behind appeal.
Umpire Richard Kettleborough lifted the finger, but Smith was unmoved and hot-spot revealed no sign of an edge.
Australia were all out just before lunch, but Pattinson's quick-fire 42 from 35 was important.
Clarke's marathon innings came to an end at the hands of Morne Morkel (5-146) at 230 runs.
The 489 runs he compiled in Brisbane and Adelaide was third on the list of most runs scored by a batsman without being dismissed - eight shy of the record held by Sachin Tendulkar.