Jorge Lorenzo denied Cal Crutchlow a maiden MotoGP pole position with a stunning late lap in qualifying for the Qatar Grand Prix.
Crutchlow hit the front midway through the 15-minute QP2 session that forms part of MotoGP's brand-new qualifying regulations, the Briton's 1m54.916s lap the fastest seen all weekend at Losail.
But world champion Lorenzo was in no mood to settle for second and pumped in a 1m54.714s lap with two minutes remaining, outqualifying the Tech 3 Yamaha man by 0.202 seconds.
Dani Pedrosa rescued third spot on the grid with a final-minute flyer. Prior to that, the session looked like being a bad one for Honda.
MotoGP's new qualifying system explained
Neither Pedrosa nor Marc Marquez looked like making the front row, and the pair narrowly missed a nasty accident when the rookie failed to notice his team-mate slowing-up through an ultra-fast left-hander with a few minutes to go.
Andrea Dovizioso was a revelation on his Ducati debut as he qualified fourth, while Stefan Bradl also impressed with fifth on his LCR Honda.
Marquez will start sixth for his MotoGP debut, one place ahead of Yamaha returnee Valentino Rossi.
Crutchlow's rookie team-mate, Bradley Smith, will start his first MotoGP race from ninth on the grid.
The big casualty of QP1 was Ben Spies. The Pramac Ducati rider failed to make it into the final session, not helped by a crash during final practice just minutes earlier.
The American, who is still recovering from a hefty shoulder injury, will start 13th, behind the best of the CRT riders.
That honour went to Aleix Espargaro, who made it into QP2 but had used up all his new front tyres in doing so and was unable to repeat his giant-killing antics.
Espargaro's Aspar Aprilia team-mate Randy de Puniet was the second-best CRT rider in 14th, one spot ahead of impressive debutant Lukas Pesek (Ioda Suter-BMW).
Brit Michael Laverty will start 23rd after running off-track on his final lap of QP2.
Pos Rider Team/Bike Time Gap
1. Jorge Lorenzo Yamaha 1m54.714s
2. Cal Crutchlow Tech 3 Yamaha 1m54.916s + 0.202s
3. Dani Pedrosa Honda 1m55.151s + 0.437s
4. Andrea Dovizioso Ducati 1m55.160s + 0.446s
5. Stefan Bradl LCR Honda 1m55.477s + 0.783s
6. Marc Marquez Honda 1m55.645s + 0.931s
7. Valentino Rossi Yamaha 1m55.711s + 0.997s
8. Alvaro Bautista Gresini Honda 1m55.870s + 1.156s
9. Bradley Smith Tech 3 Yamaha 1m56.315s + 1.601s
10. Andrea Iannone Pramac Ducati 1m56.523s + 1.809s
11. Nicky Hayden Ducati 1m56.667s + 1.953s
12. Aleix Espargaro Aspar Aprilia 1m57.064s + 2.350s
13. Ben Spies Pramac Ducati 1m57.440s (QP1)
14. Randy de Puniet Aspar Aprilia 1m57.551s (QP1)
22. Lukas Pesek Ioda-Suter-BMW 1m57.926s (QP1)
15. Yonny Hernandez PBM ART-Aprilia 1m58.058s (QP1)
19. Hiroshi Aoyama Avintia FTR-Kawasaki 1m58.263s (QP1)
18. Karel Abraham Cardion Aprilia 1m58.271s (QP1)
17. Colin Edwards Forward FTR-Kawasaki 1m58.361s (QP1)
20. Danilo Petrucci Ioda-Suter-BMW 1m58.486s (QP1)
24. Claudio Corti Forward FTR-Kawasaki 1m58.755s (QP1)
14. Hector Barbera Avintia FTR-Kawasaki 1m58.806s (QP1)
21. Bryan Staring Gresini FTR-Honda 1m58.912s (QP1)
23. Michael Laverty PBM-Aprilia 1m59.572s (QP1)