Pakistan took four wickets in the final, evening session on day two of the second Test in Abu Dhabi to stunt England's positive start to the match.
They began the day on 256-7 but the tail was blown away in 16 balls with wickets from Stuart Broad and James Anderson, as only one run was added to the overnight score.
Andrew Strauss and Alastair Cook opened the batting for the 100th time together but captain Strauss was soon on the way back to the pavilion after spooning a Mohammed Hafeez delivery to short leg.
Jonathan Trott (74) joined Cook (94) at the crease and the pair both reached their 50s, looking comfortable as the world number one's Test side took control.
Left-armer Abdul Rehman ripped one past Trott's forward defence to topple off stump and spark a collapse that saw England lose four wickets for 41 runs.
Saeed Ajmal, who was so integral to Pakistan's first test triumph, took the final three wickets of Cook, Kevin Pietersen (14) and Eoin Morgan (3).
Ian Bell remains at the crease on just four runs and is likely to be joined by Matt Prior in the morning.