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PAKISTAN all-rounder Azhar Mahmood bagged two quick wickets but visitors Kent rallied around in-form Rob Key to reach 103 for two at The Oval.
Responding to Surrey's 479 all out, kent lost David Fulton (30) and the Ed Smith (25) both caught behind off Mahmood leg-cutters to make it 82 for two.
Needing 330 to avoid the follow on, Kent will rely on Key, with three hundreds in his last four innings, to dig them out of the mire.
After 42 overs of the response he had reached 43, while his third-wicket partner Matt Walker added a patient five.