Two potential Spanish Grand Prix polesitters were left on the outside looking as the chequered flag fell on phase two of qualifying at the Circuit de Catalunya, as both Jenson Button and Mark Webber fell foul of late improvements.

The make-up of the drop zone changed 14 times in the final four minutes as drivers made the most of the softer Pirelli tyres - and sudden cloud cover - to move up the order, deposing some bigger names in the process. Button and Webber were the ones in the wrong place at the wrong time, but Fernando Alonso, Michael Schumacher, Sebastian Vettel and Nico Rosberg all took turns outside the top ten before securing their places in the pole position shoot-out with later laps.

Button and Webber, who will now start eleventh and twelfth respectively, were joined on the sidelines by the two Force Indias and both Toro Rossos, despite Paul di Resta, Nico Hulkenberg, Jean-Eric Vergne and Daniel Ricciardo all staking a claim for a place in the final phase. Even Felipe Massa, who wound up 17th overall, briefly appeared in the leading group, before being pushed back.

Lewis Hamilton, after using two sets of rubber in Q1, put in an early lap that proved enough to mean that he didn't have to go out again, but was ultimately usurped by Pastor Maldonado, who clocked 1min 22.105secs right at the end of the 15-minute session. The pair will be joined in the battle for pole position by Romain Grosjean, Sergio Perez, Kimi Raikkonen, Alonso, Rosberg, Vettel and Schumacher, but Kamui Kobayashi, who lapped ninth fastest, seems set to sit out the final session after appearing to run out of fuel.