Nottinghamshire seconds will go in to the final day of their pre-season action at Leicestershire with a lead of 153 following a balanced second day at Kibworth Cricket Club.
Leicestershire resumed on their overnight score of 31-3 with Matt Pardoe on 11* and Lewis Hill on 8*.
The fifty came up in the 21st over but Hill was then adjudged LBW to Simon Webster for 17 soon after, bringing Matt Cross to the crease.
Pardoe went to fifty off 59 balls and with eight fours but he failed to kick on, edging to Greg Smith on 53 off the bowling of Luke Wood.
Two further quick wickets saw the hosts fall to 134-7, Matt Carter and Wood grabbing the wickets aided by impressive catches in the deep to dismiss Rob Taylor (11) and Cross (41).
James Sykes and Zak Chappell guided their side to the lunch break without further incident and pushing the score to 144-7, Sykes 6* and Chappell 2*.
The pair resumed after the interval and pushed the home side past the 200 mark, bringing up their 50 partnership in the process.
However, Simon Webster then dismissed both batsmen in quick succession, Chappell edging to Brett Hutton at slip for 36 before Sykes drove straight to Anuj Dal at cover on 35, Leicestershire nine down with only 211 on the board.
Last man Alex Wyatt joined Jordan Rollings and they frustrated the visitors, adding an unbeaten partnership worth 74, the latter smashing a 50 from just 34 balls.
The home side eventually declared on 285-9, still 38 runs adrift, with Rollings 57* and Wyatt 20*, Hutton finishing with 3-54 off 18 overs and Simon Webster 3-59 off 13 overs.
Nottinghamshire opening duo Smith and Dal had put on 46 either side of the tea break before Dal was caught at cover off Sykes for 22.
Sykes struck again soon after, Sam Johnson caught down the leg side by wicketkeeper Hill for eight, the score on 70-2.
The 100 came up in the 29th over but two quick wickets saw Smith and Hutton depart inside two overs.
Smith (45) was bowled round his legs by Dan Redfern and Hutton (30) lost his middle stump to a ball from Chappell.
Adam Tillcock (2*) and Joe New (6*) faced a difficult twenty minutes to the close but they saw the remaining overs off safely reaching 115-4, a lead of 153.