Dean Elgar, Faf du Plessis and AB de Villiers all struck half-centuries for South Africa but three cheap dismissals means Australia marginally edged the opening day of the second Test in Port Elizabeth.
Stand-in opener Elgar led the way with 83 while Du Plessis (55) and De Villiers (51 not out) also put up a fight as South Africa reached 214 for five when bad light brought play to a premature close.
That score is already more than the hosts managed in either innings during their first-Test mauling in Centurion, but Australia will still be pleased with their day's work after losing the toss.
They got rid of Graeme Smith and Hashim Amla cheaply and also snared debutant Quinton de Kock for single figures which, along with Nathan Lyon's dismissals of Elgar and Du Plessis, has left the tourists in a decent early position as they seek to take an unassailable 2-0 lead in the three-match series.
South Africa came into the contest looking to bounce back from their 281-run thrashing in the first Test but they could barely have had a worse start at St George's Park.
After opener Alviro Petersen was ruled out because of illness prior to the toss, the Proteas were then reduced to 11 for two having decided to bat first.
South Africa captain Smith was the first to go, trapped lbw by Ryan Harris for nine, and then fours balls later Mitchell Johnson continued his stunning form by sending back the dangerous Amla for a duck.
Johnson, who took 12 wickets in the first Test having terrorised England over the winter, pinned Amla leg before to the second ball the batsman faced and at that point South Africa must have feared another nightmare day at the hands of the left-arm paceman.
However, that was the only breakthrough Johnson managed on the truncated first day, and for the next 38 overs it was South Africa's game as Elgar and Du Plessis shared in a third-wicket stand worth 112.
Du Plessis' stay came to an end in the afternoon session when he was caught at short leg by Steve Smith off Lyon but South Africa did not let that shake them as Elgar and De Villiers then added a further 58 runs for the fourth wicket.
Elgar looked on course for his second Test ton but he fell 17 runs short when he became the second victim for spinner Lyon, Harris taking a skier at mid-wicket as the opener sought to add to his tally of nine fours and two sixes.
De Kock was also dismissed looking to attack, the 21-year-old coming down the wicket to Smith but only lobbing the ball up to substitute Moises Henriques, as South Africa suffered a couple of disappointing setbacks late on.
Nevertheless, with the world's top-ranked Test batsman De Villiers – having reached 7,000 runs during the day – and JP Duminy (two not out) still there, the Proteas will still hope to build a healthy first-innings total on day two.
