The Indian openers capitalised on the advantageous conditions on a hot afternoon to put on 113 following captain Rahul Dravid's decision to bat first.
It was their 18th century partnership when opening in ODIs and established the platform for India's big total.
Fast bowler Andrew Flintoff led England's attack with five for 56 - the first time he'd taken five wickets in a one-day international after removing both openers and striking late on.
Tendulkar, a run away from adding to his world record of 41 hundreds at this level, was out in the 90s for the third time in five one-day international innings after making 99 and 93 against South Africa in Belfast in June.
It was a controversial exit with a Flintoff ball appearing to come off Tendulkar's elbow before it was spectacularly caught by wicket-keeper Matt Prior.
But umpire Ian Gould, himself a former England one-day gloveman, was in no doubt and gave a stunned Tendulkar out.
Tendulkar, after Dravid won the toss on a good pitch and in sunny conditions, was soon producing arguably his best batting form of a tour where he has yet to score a Test or one-day international hundred.
Pace bowler Chris Tremlett, in for spinner Monty Panesar in the only change to the England team that won Tuesday's opening match of seven by 104 runs at the Rose Bowl, saw Tendulkar drive his second ball powerfully over mid-off.
Sourav Ganguly was also in good touch, the left-hander lofting Tremlett for six.
The 6ft 7in Tremlett's nine overs cost an expensive 73 runs.
India's 100 came up off 110 balls but then Tendulkar, on 57, was reprieved when Tremlett, at mid-off, failed to hold a tough chance off Flintoff.
But next ball the all-rounder struck when Ganguly, on 39, saw a miscued drive lob gently to England captain Paul Collingwood, running back from point.
However, medium-pacer Dimitri Mascarenhas's second and third deliveries, both full-length balls, were paddled down to fine leg for four by Tendulkar.
And when Mascarenhas's Hampshire colleague Tremlett returned, Tendulkar dismissively drove his second ball, a good length delivery, back over the bowler's head for six.
But, on 88, Tendulkar needed several minutes of treatment for what appeared to be a left-hand injury.
Tendulkar, on 93, was given another let-off when Prior, standing up to the stumps, failed to hold a difficult legside chance off Collingwood following the batsman's sweep.
Yuvraj Singh made a 53-ball 49 before a flashing square-drive off Stuart Broad was well caught low down by Collingwood at backward point.
But Dravid kept the runs coming, his best shot a cut six off James Anderson.