Former New Zealand international Hamish Marshall hit an unbeaten 68 to put Gloucestershire in control of their lv="County" Championship Division Two clash against Northamptonshire.
Marshall and Kadeer Ali share a stand of 105 for the second wicket at Wantage Road after Northants had been dismissed for just 161 earlier in the day.
Skipper Nicky Boje made 58 as Northants slumped with Steve Kirby (4-41) and Vikram Banerjee (4-62) the pick of the Gloucestershire bowlers.
Northants wasted little time wrapping up the Gloucestershire first-innings tail before lunch with David Wigley picking up two quick wickets.
The former Gloucester paceman removed Banerjee (six) following a smart gully catch from Alex Wakely before bowling last man Kirby for a three-ball duck to record career-best figures of 6-72 as Gloucester were 294 all out.
With visiting skipper Alex Gidman complaining of an overnight back spasm, former England bowler Jon Lewis led out the Gloucestershire team.
And with veteran Craig Spearman already on the field for 12th man duties, coach John Bracewell was called into action after Ian Saxelby failed to make the field with an ankle injury.
Openers Rob White and Niall O’Brien weathered the early storm before White shouldered arms to Kirby and lost his off stump for 26 in the 14th over.
With the next ball Lewis pinned O’Brien leg before on the crease for 13, although Boje and Wakely saw through a watchful half hour to lunch at 62 for two.
Kirby struck early after lunch as Wakely edged to Spearman for four before Banerjee trapped Riki Wessels leg before for 23 to leave Northants reeling at 117 for four.
Captain Boje was offering some resistance, smashing a six back over the head of Banerjee.
But fellow Protea Andrew Hall (five) did not last long as Lewis stuck before Boje tried one big drive too many, edging Banerjee to Spearman for 58.
And Banerjee struck again shortly before tea as David Willey forced Spearman into a diving left-handed catch as the hosts slipped to 151 for seven.
Northants subsided meekly after tea, with the last three wickets lasting only 19 balls with Kirby bowling Steven Crook for 16 before trapping England spinner Monty Panesar in front for nought.
And Banerjee picked up the final wicket when he had David Lucas caught at short leg by Kadir for two.
Gloucester’s response started poorly when Will Porterfield edged the first ball of the innings from Lucas to keeper O’Brien.
But with a 133-run lead from the first innings, Marshall cut loose and his half-century came from only 43 balls with eight fours while Kadir (24 not out) supported him to the close.