Jenny Rosales also tied the course record of 64 and climbed from a tie for 40th into a tie of third place. She is tied with world No. 1 Annika Sorenstam (65) and Joanne Mills (66) at 8-under-par 136. These players took advantage of the lift-clean-and-place rules that were in play due to recent heavy rain.
Bartholomew, who was in the first group to tee off in the afternoon, had a streaky round. She started out with back-to-back birdies from the first to get to 3-under after beginning her round three shots off the lead.
She ran off four straight pars before collecting her next birdie from two feet out at the par-4 seventh and made it two in a row with a three-foot birdie at the eighth. She parred the ninth to make the turn at minus-5.
Bartholomew, whose best career finish was a tie for second at the 2000 Betsy King Classic, notched another birdie at the 10th. She drained her sixth birdie of the round at the par-3 12th, where she has made a nice turn around since a triple-bogey at that hole during the opening round. Bartholomew is 9-under since that point.
Bartholomew closed off her round in fine fashion as she birdied each of the final two holes with both putts from inside 10 feet.
'I think length is an advantage here,' said Bartholomew. 'I'm one of the longest hitters and didn't have long irons and woods so I really attacked the pins. I had a lot of short putts. I didn't make all of them, but I made my fair share today.'
Her eight-under 64 tied the mark that was originally set by Michelle McGann in 1996 and later tied seven times. Rosales, who teed off after Bartholomew, became the ninth player to shoot 64 at Squaw Creek Country Club.
'It's been a while since I led,' Bartholomew said. 'I obviously have not been playing very well the last year and a half. It's hard to have good tournaments and three good rounds when you're not hitting it well. I'm real excited no matter what happens tomorrow.'
Teske took advantage of the three front-nine par-5s. She got her round going with a birdie at the par-5 second and her next birdie came at No. 5, the next par-5.
The six-time winner on the LPGA Tour made it two straight with a birdie at the sixth and stretched that to three in a row when she birdied No. 7. Teske capped the birdie run with her fourth straight at the par-5 eighth.
'It didn't really occur to me until after I finished the front nine, but obviously it felt pretty good,' said Teske. 'I got some good momentum and got some putts in and it carried me through the back nine.'
Around the turn, Teske sank her sixth birdie of the day at the 11th. She then birdied the fourth and final par-5, No. 13, to get to minus-9. Teske could not maintain her momentum as she bogeyed the par-4 14th. However, she came right back to birdie the 15th before parring in for a round of 65.
Sorenstam, who is looking to win her third straight tournament on the LPGA Tour, birdied her first three holes. After parring the next three, the Swede closed out the front nine with three straight birdies. Around the turn, she carded two birdies and one bogey.
Sorenstam, who has 45 career wins on the LPGA Tour, has come-from-behind in 14 of those titles. Last year, when she picked up 11 victories, four of those were of the come-from-behind variety.
'One of my goals was to get better to push myself and to practice harder and push my game to a different level,' said Sorenstam of her appearance at the Colonial on the PGA Tour. 'I was very pleased to be playing at Colonial and that's one of the things I've worked so hard on. I think that it definitely helped and earlier in the year I was always thinking about Colonial but now I can focus on everything else.'
Pat Hurst (69) and Se Ri Pak (66) are tied for sixth place at 6-under-par 138. Kristal Parker-Manzo is one stroke further back at minus-5.
Hilary Lunke, Catrin Nilsmark, Dottie Pepper, Marisa Baena and Helen Alfredsson share ninth place at 4-under-par 140.
Overnight leader Minny Yeo struggled to a 2-over 74 to fall to 2-under-par 142. Defending champion Mi Hyun Kim rallied from an opening round 73 with a 2-under 70 to get to minus-1 for the tournament.