Ernie Els came out firing and never let up yesterday until he had a 6-under-par 66, an immaculate round that gave him a two-shot lead at the Memorial and his best chance to win at Jack's place in Dublin, Ohio.

Els pulled away with back-to-back birdies late in the round at Muirfield Village, getting up-and-down on the par-5 15th and following with a tee shot to six feet on the 16th to give himself a small cushion over Fred Couples (68), K.J. Choi (68) and Justin Rose (69).

Despite missing an eight-foot birdie on the final hole, Els was at 12-under 204 and had a 54-hole lead on the PGA Tour for the first time since winning the season-opening Mercedes Championships last year. He has not lost such a lead in four years on tour, although the Big Easy has his work cut out for him.

Five players were within three shots of the lead, including three-time Memorial winner Tiger Woods, who got into Sunday contention for the third straight time with a 67 that put him at 9-under 207.

"No matter what, it's going to be a great finish with the quality of players up there and the closing holes as tough as they are," Els said. "It's going to be a close finish."

Couples, the '98 winner at Memorial, continued to electrify the gallery with sensational shots. The latest was a wedge he holed from 70 yards on No. 17 for birdie that put him at 206 and in the final group with Els.

"I've got a great shot at winning," Couples said. "That doesn't happen very often."

Choi spent most of the sunny afternoon sharing top billing with Els on the leader board, but he had to recover from a couple of bogeys. The stocky South Korean also birdied the 17th to get to 10-under 206.

Rose stumbled to a double bogey early in the round, but that was his only mistake.

Els loves Muirfield Village so much -- he hasn't missed the Memorial since he started playing in 1994 -- that he came over after two weeks in Europe, even though this means he will play six straight tournaments through the U.S. Open.

* LPGA: Karrie Webb put herself in position for her first victory of the year, birdieing four of the final five holes for an 8-under 64 and a two-stroke lead in the Kellogg-Keebler Classic in Aurora, Ill.

The Australian star rolled in a 40-foot birdie putt on No. 14 and added birdies on the final two holes for an 11-under 133 total. Jill McGill and Seol-An Jeon were tied for second.

Webb, a six-time major winner and two-time LPGA player of the year, has not lived up to her own high standards the last couple of years. She won just once on tour last year and finished out of the top 10 for the first time since joining the LPGA in 1996.

"I know I'm on the right track. I really believe that what I'm working on is going to give me a chance to play that kind of golf," she said. "If I don't win tomorrow, still, these are the two most solid rounds I've put together this year."

* CHAMPIONS TOUR: Andy Bean shot a 7-under 65 and was tied for the lead with Bob Gilder after three rounds at the Farmers Charity Classic in Ada Township, Mich.

Bean and Gilder, who shot a 4-under 68, were tied at 10-under 134. First-round leader Sammy Rachels (73), Jim Thorpe (70), Tom Purtzer (69), Stewart Ginn (71) and Vicente Fernandez (71) were tied for third at Egypt Valley Country Club.

Hale Irwin, coming off his 40th Champions Tour victory at the Senior PGA Championship last week, was one of six players tied for eighth place, four shots off the lead.

Bean went birdie-eagle-birdie from Nos. 12-14, moving into contention for his first victory on the senior circuit.

"If I can just go out and play a solid round like I did, I'm going to be satisfied because I think I'm going to do well," Bean said. "I'm in more of a comfort area when I go out and play."