After being split up into groups, the Teens and the Over 25s groups tried to impress their individual coaches - Britney Spears for The Teens group and L.A. Reid for the Over 25s group - on Thursday night's episode of "The X Factor."
The episode started at Reid's palatial Los Angeles home, where he took his group to make the tough decision of narrowing them down from six to four for the live shows.
Reid lamented that the "older" group wasn't what he had in mind.
"I really didn't want this category. I'm known for developing young artists like Justin Bieber," Reid explained.
Bieber and his manager, Scooter Braun, came to Reid's home to help him narrow down his group.
First up was Jason Brock, 35, who sang Fergie's "Big Girls Don't Cry." Bieber remarked that "he didn't hold back at all," but Reid wondered if it is enough.
David Correy, 26, sang Jessie J's "Domino" and impressed Ried and Bieber. "There were some notes that were giving me child bumps," said Reid.
Daryl Black, 37, sang Hall and Oates' "She's Gone." Bieber and Reid disagreed on Black. Reid thought there wasn't anything special about Black, but Bieber thought his voice was "powerful and strong."
Country singer Tate Stevens, 37, performed Brian McKinght's "Back at One." While he does a good job, the judges aren't completely wowed.
Vino Alan, 40, sang Pink's "Sober" and Bieber loved it, saying, "That was a great performance. I felt it, emotionally." Reid wasn't totally sold on Alan as a whole package, commenting on his shoes.
Tara Simon, 27, sang Hoobastanks' "The Reason" and neither of them were impressed, with Reid even letting out a sigh when it was over.
Next, the show goes to Spear's Maibu home, where she has assistance from will.i.am to judge The Teens.
Diamond Whie, 13, sang Avril Lavigne's "With You" and wowed the other teens, but Spears thinks she needs a little work on her stage presence and confidence.
Reed Deming, 13, nervously sang the Plain White T's "Delilah." Spears said, "I think he could deliver better than he did.
James Tanner, 15, the only rapper of the bunch, entertained Spears, but she doesn't know wheher he can make it through.
Arin Ray, 17, sang Nicki Minaj's "Starships" and while his voice wasn't the best, Spears and will.i.am felt he had something. "I love watching him," said Spears.
Beatrice Miller, 13, sang David Guetta's "Titanium." will.i.am liked her performance saying, "That was fresh," but Spears wasn't 100 percent sold, saying she needed to work on controlling her voice.
Carly Rose Soneclar, 13, sang Karmin's "Brokenhearted" and wowed Spears and will.i.am.
"She just killed it," he said. "She's a caterpillar, and you think she's going to turn into a butterfly? Dragon! Burning up the town!"
Reid and Spears' cuts are to be announced on next week's show. Tell us: Who do you think should make it on to the next round?