Tony Kanaan claimed his first fully-fledged pole position for KV Racing Technology as the IndyCar Series title contenders were upstaged in Las Vegas qualifying.
Championship rivals Will Power and Dario Franchitti will start back on row nine, with Oriol Servia, Kentucky winner Ed Carpenter and Indianapolis polesitter Alex Tagliani completing the line-up on the front two rows.
Newman/Haas driver Servia looked like he might earn his first pole since the 2005 Surfers Paradise Champ Car round as he sat on a provisional pole for a long while. Kanaan's first lap at 222.034mph was slightly too slow to usurp Servia, but his second lap at 222.121mph was enough to put the Brazilian on top by 0.0019 seconds over two laps. Although Kanaan had drawn the lottery pole at June's second Texas race, this was the first time he had topped a qualifying session since 2008.
Carpenter and Sarah Fisher Racing followed up their shock Kentucky win with third on the grid, ahead of long-time provisional poleman Tagliani, who is entered by Bryan Herta Autosport this weekend.
Both Power (Penske) and Franchitti (Ganassi) complained of a general lack of speed from their cars, and were the biggest casualties of a session full of unexpected results.
Ryan Briscoe in fifth and Graham Rahal in eighth were representing Penske and Ganassi respectively solo within the top 10. Alongside Power's 17th, third Penske driver Helio Castroneves salvaged 11th.
But it was a better afternoon for Andretti Autosport, as it got all four cars into the top 10 having monopolised the top three positions on the grid for a while. Marco Andretti will start sixth, Ryan Hunter-Reay seventh, Danica Patrick ninth and Mike Conway 10th.
Scott Dixon took 13th for Ganassi, behind Wade Cunningham (Sam Schmidt/AFS) and ahead of rookie of the year title rivals James Hinchcliffe (Newman/Haas) and JR Hildebrand (Panther).
Both EJ Viso and James Jakes missed the session - Viso with a penalty for having taken an engine change on his KV car after Thursday practice, and Dale Coyne driver Jakes following his fiery crash at the start of final practice.
Dan Wheldon entered qualifying despite knowing he would be put to the back of the grid to try and win from last place as part of the Las Vegas event's $5 million challenge. He was 29th quickest for Sam Schmidt.
Pos Driver Team/Car Speed 1. Tony Kanaan KV 222.078 2. Oriol Servia Newman/Haas 222.061 3. Ed Carpenter Sarah Fisher 221.509 4. Alex Tagliani Bryan Herta 221.330 5. Ryan Briscoe Penske 221.130 6. Marco Andretti Andretti 221.129 7. Ryan Hunter-Reay Andretti 221.040 8. Graham Rahal Ganassi 220.958 9. Danica Patrick Andretti 220.925 10. Mike Conway Andretti 220.922 11. Helio Castroneves Penske 220.907 12. Wade Cunningham AFS/Sam Schmidt 220.790 13. Scott Dixon Ganassi 220.715 14. James Hinchcliffe Newman/Haas 220.701 15. JR Hildebrand Panther 220.639 16. Takuma Sato KV 220.627 17. Will Power Penske 220.524 18. Dario Franchitti Ganassi 220.489 19. Buddy Rice Panther 220.392* 20. Sebastian Saavedra Conquest 220.335 21. Alex Lloyd Dale Coyne 220.314 22. Charlie Kimball Ganassi 219.982 23. Townsend Bell Dreyer & Reinbold 219.942 24. Tomas Scheckter Sarah Fisher 219.816 25. Davey Hamilton Dreyer & Reinbold 219.493 26. Vitor Meira AJ Foyt 219.273 27. Paul Tracy Dragon 218.661 28. Jay Howard Rahal Letterman Lanigan 218.577 29. Dan Wheldon Sam Schmidt 218.410 30. Pippa Mann Rahal Letterman Lanigan 218.157 31. Ana Beatriz Dreyer & Reinbold 219.153 32. Simona de Silvestro HVM 218.132 33. EJ Viso KV 34. James Jakes Dale Coyne
* Will start from the back of the grid following penalty