Lewis Hamilton beat McLaren team-mate Jenson Button to take pole position for the season-opening Australian Grand Prix.
Hamilton was 0.152 seconds faster than Button, with Lotus's Romain Grosjean an impressive third fastest ahead of Mercedes driver Michael Schumacher.
The Red Bulls of Mark Webber and world champion Sebastian Vettel could manage only fifth and sixth places.
Ferrari struggled, with Fernando Alonso 12th and Felipe Massa 16th.
Hamilton set his time on his first run in qualifying, when he was a massive 0.7secs faster than his rivals.
But he failed to improve on his second run and Button came close to beating him, losing out following a small mistake at Turn 14.
Hamilton said: "We've had a couple of tough years but we never gave up.
"It was a good lap. The second lap I tried to brake 10m later into Turn One to see if I could do it, but it didn't work out. Fortunately the first lap was good.
"Jenson did a fantastic job, he was very close behind me and as always keeping me on my toes."
Button added: "I was actually a bit surprised by the gap back to the Red Bulls and some of the other guys but we'll take that."
BBC F1 co-commentator David Coulthard said: "It was incredible. The big surprise was that the Ferraris were not part of that top 10, but what impressive laps from the McLaren drivers. The frustration at Ferrari must be immense right now."
Ferrari's performance confirmed the impression, from pre-season testing and the practice sessions here this weekend, that they are struggling with a difficult car.
Alonso spun off at Turn One after his first run in second qualifying. Massa managed both his planned runs in the session but was a second slower and 16th.
Coulthard said: "There's something fundamentally wrong with that car.
"I remember at McLaren we had a car that never raced - it was the 19, and I remember when you got on the brakes and under lateral loading it just used to drift sideways.
"It never gave you confidence, and it looks like they have a similar issue with that car."
Mercedes, who are racing under the threat of a protest from rivals over a contentious design on their cars, had looked set to battle for pole but in the end were not quite quick enough.
Schumacher was just 0.034secs slower than Grosjean, but team-mate Nico Rosberg, who is usually faster in qualifying, had two untidy laps and ended up seventh.
The session suggests the domination of Red Bull of the last two seasons may be over.
They never looked liked challenging the McLarens, and Webber and Vettel ended up separated by just 0.017secs, but 0.7secs slower than Hamilton.
Williams, who enter 2012 determined to improve after the worst season in their history, had a good day with Pastor Maldonado in eighth place.
Force India's Nico Hulkenberg was ninth, ahead of Toro Rosso's Daniel Ricciardo.
Hulkenberg was considerably faster than team-mate Paul di Resta, who was only 15th after being 0.7secs slower than the German in second qualifying.
Grosjean's team-mate Kimi Raikkonen qualified 18th on his return to Formula 1 after two years in rallying.
The Finn made a mistake on one lap, and then failed to make it round to start another after a mix-up with the team.
Raikkonen, who has been faster than Grosjean in pre-season testing, was disappointed with the mistakes that led to his poor grid position.
"I slowed down because we were supposed to have time for one more lap and I guess we didn't," he said.
"Nobody told me when I slowed down that I had to hurry up. There's no point to blame anybody and everyone is as disappointed as me. It's a bad start."
Neither HRT driver set a time within 107% of the fastest in first qualifying, and will not be allowed to take part in Sunday's race.
The Spanish team arrived in Australia with no significant pre-season testing.
Sergio Perez will now start at the back of the grid in 22nd after a five-place penalty for changing the gearbox in his Sauber.