Marc Marquez will start from pole position at Assen on Saturday after the Spaniard continued his strong run in Holland this weekend.
The 17-year-old Derbi rider, who has won the last two grands prix and took his fourth pole position of the season, was fastest for much of the session and a late 1m42.191s ensured that no-one would catch him as the minutes ran out.
Bradley Smith set a last-gasp 1m42.755s - more than half a second away from pole - to go second fastest, the Briton having run into traffic on more than one occasion.
The Aspar rider also admitted that it had taken his team a while to settle on a set-up.
"I was a little bit frustrated," said Smith. "We've gone around in circles from this morning to this afternoon - then we finally got it sorted. After that we were setting red helmets everywhere - now we've just to deal with the speed of Marquez."
Nicolas Terol held the top spot for some time in the session before dropping to third, but at least that meant the Spaniard secured a front-row start as did championship leader Pol Espargaro, who starts fourth.
Sandro Cortese just pipped Jasper Iwema to fifth position, but sixth was still the local rider's best ever qualifying position. Efren Vazquez was seventh fastest ahead of Esteban Rabat.
Alberto Moncayo set the ninth fastest time of the session then promptly crashed (unharmed) while Simone Grotzky completed the top ten.
Randy Krummenacher was the only other significant crasher, the Swiss lining up 12th for tomorrow's race.
Pos Rider Bike Time Gap
1. Marc Marquez Derbi 1m42.191s
2. Bradley Smith Aprilia 1m42.775s + 0.584s
3. Nicolas Terol Aprilia 1m42.865s + 0.674s
4. Pol Espargaro Derbi 1m43.299s + 1.108s
5. Sandro Cortese Derbi 1m43.480s + 1.289s
6. Jasper Iwema Aprilia 1m43.670s + 1.479s
7. Efren Vazquez Derbi 1m43.752s + 1.561s
8. Esteve Rabat Aprilia 1m43.934s + 1.743s
9. Alberto Moncayo Aprilia 1m44.106s + 1.915s
10. Simone Grotzki Giorgi Aprilia 1m44.224s + 2.033s
11. Daniel Webb Aprilia 1m44.225s + 2.034s
12. Randy Krummenacher Aprilia 1m44.282s + 2.091s
13. Alexis Masbou Aprilia 1m44.427s + 2.236s
14. Tomoyoshi Koyama Aprilia 1m44.671s + 2.480s
15. Luis Salom Aprilia 1m44.671s + 2.480s
16. Jakub Kornfeil Aprilia 1m45.193s + 3.002s
17. Johann Zarco Aprilia 1m45.204s + 3.013s
18. Marcel Schrotter Honda 1m45.321s + 3.130s
19. Sturla Fagerhaug Aprilia 1m45.365s + 3.174s
20. Adrian Martin Aprilia 1m45.731s + 3.540s
21. Louis Rossi Aprilia 1m46.201s + 4.010s
22. Toni Finsterbusch KTM 1m46.257s + 4.066s
23. Luca Marconi Aprilia 1m46.725s + 4.534s
24. Michael van der Mark Lambretta 1m46.882s + 4.691s
25. Muhammad Zulfahmi Aprilia 1m46.941s + 4.750s
26. Lorenzo Savadori Aprilia 1m46.960s + 4.769s
27. Marco Ravaioli Lambretta 1m47.760s + 5.569s
28. Ernst Dubbink Honda 1m48.385s + 6.194s
29. Jerry van de Bunt Honda 1m48.711s + 6.520s
30. Pepjin Bijsterbosch Honda 1m49.044s + 6.853s
31. Roy Pouw Aprilia 1m49.871s + 7.680s
32. Jonas Folger Aprilia 1m51.839s + 9.648s