First to go to the top of the timesheets was Valentino Rossi who set a 1m32.979 lap with 20 minutes left in the session. McCoy retaliated with a 1m32.802 with 13 minutes left in the session. Ukawa also dropped in to the 1m32s bracket shortly after to go second quickest with 10 minutes left in the session. Only McCoy, Ukawa and Rossi had recorded 1m32s laps at this stage of the game.

Jeremy McWilliams then put in a flyer of lap to shoot the top of the time-sheets with a 1m32.671. He nearly lost the rear in the fast left-hander after MG and had to momentarily get out of the throttle so his lap could have been quicker save for that mistake.

Garry McCoy came straight back with a 1m32.595 to take the to spot before being knocked off by Jurgen Van Den Goorbergh who set a 1m32.554.

Jeremy McWilliams then knocked everybody’s socks off with a fantastic 1m31.919 on what is undoubtedly the least powerful motorcycle in the field. Everybody expected the fast and flowing Phillip Island circuit to be a four-stroke haven but the less powerful two-strokes were proving superior to the much more powerful new four-stroke machines.

McWilliams held on to that pole position as the session concluded.  Garry McCoy along with Nobuatsu Aoki and Jurgen Van Den Goorbergh served to make it a complete two-stroke front row.  What an upset!
 

1. McWilliams 1m31.919
2. McCoy 1m32.325
3. Aoki 1m32.477
4. Goorbergh 1m32.509
5. Barros 1m32.572
6. Ukawa 1m32.592
7. Rossi 1m32.849
8. Biaggi 1m32.889
9. Capirossi 1m32.918
10. Kato 1m32.927
11. Laconi 1m32.927
12. Roberts 1m33.116
13. Itoh 1m33.160
14. Hopkins 1m33.424
15. Gibernau 1m33.433
16. Nakano 1m33.471
17. Jacque 1m33.565
18. Harada 1m33.572
19. Pitt 1m33.842
20. Checa 1m33.848
21. Cardoso 1m34.447 (Friday Time)
22. Abe 1m35.317 (Friday Time)