Denny Hamlin went out late and snatched the pole away from Ryan Newman with a lap of 169.827 mph. It is the third pole of Hamlin's career and second of the season.
Hamlin won the June Pocono race earlier this year.
"When I initially went out there today, the car felt different. It felt good but it felt different. Goodyear has really thrown us a curveball.we had the patience to bring it (his winning car) back here untouched. Our car is right on target. From here though, we are going to tear it up."
"We didn't have too much of a curve getting it right," Hamlin continued. "But we did have a little bit to do to get it right."
Ryan Newman will start on the outside pole with a lap of 169.418 mph, "We're getting better with one lap. If we can make one lap we can put them together and make 200 here. It's just a matter of getting things right."
Kasey Kahne, who was fastest in initial practice for Nextel Cup teams, will start third.
"I was real happy with it. We went out early and I had a good lap. We were pretty close, it felt perfect. I think we have a good shot, we should have a good weekend and I look forward to battling with Denny (Hamlin) and having a good race with him on Sunday."
Hendrick teammates Brian Vickers and Jeff Gordon complete the top five.
Forty-seven cars attempted to qualify for the forty-three car field; failing to make the show Stanton Barrett, Greg Sacks, Jimmy Spencer and Derrike Cope.
Notably, Robert Yates Racing development driver Stephen Leicht qualified for his first career NASCAR Nextel Cup series race in the 36th spot.
"It's pretty cool," said Leicht. "I never thought I'd be here this fast, especially after getting only about 20 laps of practice. I just found out Monday that I was coming here to race and made the race. I can't thank all the guys from Robert's shop enough; all the guys back at the shop and all the guys here working on the car. It's an unbelievable job. Our sponsor, Citifinancial, is excited to be here let alone make the race. Now we can go out tomorrow and try to make our car pretty good for the race."
Point leader Jimmie Johnson takes the green flag from the 15th position.