Responding to MP's first-innings score of 296 in the four-day encounter at Holkar Stadium, the Piyush Chawla-led UP were also in trouble after ending Day 2 on 149 for six, still trailing the hosts by 147 runs.
If rising chinaman bowler Kuldeep Yadav, bagging four wickets, was the destroyer-in-chief for UP in the first innings then the MP attack was ably led by Ishwar Pandey, who has picked up three wickets till now.
Chawla (19 not out) and Praveen (25 not out) were fighting hard to help UP see better days.
Earlier starting on their overnight score of 195 for seven, MP, led by Devendra Bundela, lower-order fought well with number nine-batsman Puneet Datay remaining unbeaten on 63.
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The eight-wicket 85-run partnership between Datay and Mishra made the difference in the end.
Brief Scores:
Madhya Pradesh 296 in 116.3 overs (Devendra Bundela 80, Puneet Datay 63 not out; Kuldeep Yadav 4-48, Praveen Kumar 3-43, RP Singh 3-68)
Uttar Pradesh 149/6 in 56 overs (Umang Sharma 58, Parvinder Singh 25; Ishwar Pandey 3-17).