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It took a track record to do it, but Jeremy Mayfield outraced Winston Cup champion Jeff Gordon to win the pole for today's $1 million NASCAR Thunder Special Coca-Cola 500 exhibition race.

Mayfield used a qualifying lap of 158.799 mph in a Ford -- covering the 1 1/2 -mile Twin Ring Motegi track in 35.116 seconds -- to edge Gordon by six-thousandths of a second in qualifying Saturday.

It will be the second pole start this year for the 29-year-old Mayfield, who finished seventh in the Winston Cup standings. He got his only career victory in June at the Pocono 500.

Gordon, who tied Richard Petty's modern-era record of 13 victories in a season, went 158.772 in a Chevrolet.

Mayfield was thrilled to beat Gordon.

"We sure are happy to come around and see No. 12 (his car number) on top of No. 24 for a change," Mayfield said.

Mayfield's next challenge is to beat Gordon on Sunday, in a race that pays a top prize of $105,000.

"I know it's not so easy," Mayfield said. "But that's what we are thinking anyway,"

Mike Skinner, who won this event last year at the 1.54-mile Suzuka road course, was third-fastest at 158,592 mph.

This year's race concludes a three-year contract NASCAR has with the Japanese organizers. Japanese auto racing officials said negotiations were under way for a race in the future.

Yarborough shuts down team

FLORENCE, S.C. -- Cale Yarborough is shutting down his race team, Cale Yarborough Motorsports, because he can't find a sponsor.

"There's not much to tell," Yarborough told The (Florence) Morning News. "I just don't have a sponsor and can't operate. This has been a 10-year project for me to put this team together to make it work."

The shutdown is effective immediately.

Yarborough said he had a three-year deal with Thorn Apple Valley, but due to losses overseas they couldn't keep their end of the deal and cut it short after just one season.

"They did this even though they did have a contract they should have honored," said Yarborough, whose 83 Winston Cup victories is third among all drivers. "It's a tough, tough business."

Yarborough has been a team owner since 1987.

"To do what I had to do today was the biggest disappointment in my whole career, to tell those guys we were going to shut down," he said.