Mitchell Starc claimed his 150th Test wicket and Nathan Lyon struck twice as England collapsed to be dismissed for 302 in Brisbane on Friday.
England, who resumed at 196-4, looked comfortable early against a frustrated Aussie bowling attack lacking pace and intensity but the tourists lost 106-6 in the morning session.
Dawid Malan (56) – a centurion in England's final warm-up match – was the first wicket to fall after bringing up his third Test half-century, dismissed by Starc (3-77) at the Gabba.
The 30-year-old added 28 runs to his overnight score before he top-edged a short Starc delivery to Shaun Marsh at backward square leg.
It triggered a collapse as the Australians turned the match in their favour thanks to in-form spinner Lyon (2-78), who helped his team take four wickets for just 24 runs.
Vocal in the lead-up to the Ashes, drawing criticism from the England camp, Lyon walked the walked after talking the talk – trapping Moeen Ali (38) lbw the over after Malan fell.
Lyon looked the most likely to strike prior to Starc's breakthrough and the spinner added another wicket to his haul as he sent Chris Woakes back to the pavilion for a duck.
Pat Cummins (3-85), who claimed the prized scalp of England captain Joe Root and Mark Stoneman on day one, joined in the action on Friday when Jonny Bairstow (9) went for the pull shot against a short delivery and skied the ball straight to wicketkeeper Tim Paine.
And the onslaught continued as David Warner – showing no signs of a stiff neck which threatened his availability for the first Test – produced a stunning diving catch to dismiss Jake Ball (14), giving Starc his second wicket of the day.
Lunch was delayed as Australia searched for the final wicket and it looked as though they may be waiting a while when Marsh dropped Stuart Broad (20) on 10, but it only delayed the inevitable as Josh Hazlewood (1-57) got his man.
