On a rainy day in Suzuka, Sebastian Vettel and Ferrari made a poor start, spinning at Turn 11.
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He recovered to clock the second-quickest time - and did better than Marcus Ericsson, though, who brought out the red flags when he spun his Sauber.
It was Lewis Hamiton and Mercedes on top of the time-sheets, almost half a second quicker than his championship rival Vettel, underscoring his dominanace at the moment.
OUT: Nico Hulkenberg (Renault), Sergey Sirotkin (Williams), Fernando Alonso (McLaren), Stoffel Vandoorne (McLaren), Marcus Ericsson (Sauber).
The rain and sunshine mixed to create a pretty sight in the sky.
It also created slightly treacherous track conditions, sending Charles Leclerc's Sauber for a spin.
Valtteri Bottas, the man sacrificed for his team last week, was quickest out of the blocks in this session, going quicker than his team-mate and both Ferraris.
Then in a recurring story of the 2018 season, Daniel Ricciardo suffered power unit problems in his Red Bull. The famous smile has been rather subdued this year, and no wonder.
OUT: Charles Leclerc (Sauber), Kevin Magnussen (Haas), Carlos Sainz (Renault), Lance Stroll (Williams), Daniel Ricciardo (Red Bull).
It looked like a strategy error for Ferrari at the start of Q3, with both Vettel and Kimi Raikkonen starting on intermediates, while everyone else on track was on dry tyres. They pitted quickly, but it may have just shaken the German slightly - his subsequent flying lap was poor, running wide, and clocking only the ninth fastest time, upon which he failed to improve.
Shout-out to Toro Rosso - great effort from them to start P6 (Brendon Hartley, securing his best-ever result in F1 qualifying) and P7 (Pierre Gasly).
TOP TEN: Lewis Hamilton (Mercedes), Valtteri Bottas (Mercedes), Max Verstappen (Red Bull), Kimi Raikkonen (Ferrari), Romain Grosjean (Haas), Brendon Hartley (Toro Rosso), Pierre Gasly (Toro Rosso), Esteben Ocon (Force India), Sebastian Vettel (Ferrari), Sergio Perez (Force India).
QUALIFYING IN SUMMARY
After a fascinating two-thirds of the season, Ferrari's title challenge has faded away. Mercedes's brilliant use of team orders - controversial as they may be - made the title all-but impossible for Vettel last weekend, and his disappointing showing here combined with yet another pole for Hamilton suggests that tomorrow's race might underline that. Max Verstappen for one doesn't feel ike there's too much competition for the title now.
Lance Stroll of Williams made it into Q2. For a driver as inconsistent as he is, and a car that has showed little to impress this year, that was a stunner.
ONE TO WATCH
It's a very mixed-up starting grid, but the sight of Romain Grosjean's Haas leading the third row is an intriguing one.
Hamilton - Verstappen - Raikkonen
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