The X Factor

Download your favorite performance(s) from tonight's show here.

Simon Cowell said at the top of tonight's Top 12 performance show, "It's not about the judges anymore, now it's about America."

Well, he got one part of that sentence right. It is about America as tonight was the first night fans could vote for the Top 12 finalists. But that bit about not being about the judges ? Ha!!! The ribbing between Simon, Paula Abdul, L.A. Reid, and Nicole Scherzinger at the judges' table is just as fun to watch as the performances. Agree?

Well, here's a look at how the night played out…

The Stereo Hogzz kicked off the two-hour show with a dance-and-song to the tunes of "Rhythm Nation" that made Simon seethe with jealously. "That was a master class of choreography, being slick, vocals, charisma. I just wish I was mentoring you. This is so annoying!" Proud mentor Paula gushed, "I’m crazy for you!" while Nicole and L.A. showed the group much love and mad props as well.

Bathed in the beautiful light of a spotlight, Chris Rene kicked off "Superstar" a cappella before adding his unique rap technique to this classic song. But…hello? Why all the fire folks? In the infamous words of Beavis and Butt-head: "Fire! Fire! Fire!" Simon thought the flames were out of place for the song too, saying to Chris' mentor L.A., "When the track started, you literally put him in hell. That to me, made no sense." Fire aside, the judges simply l-o-v-e-d the performance.

LeRoy Bell was next at bat with a soft piano-based take on "I'm Already There" that showcased his vocal prowess nicely. L.A. said he wasn't sure he loved the song choice, but he loved his voice. Paula said what Paula says best: "I love you." Simon took another stab at Nicole's mentoring abilities, saying, "I don’t think Nicole has quite understood you." Her rebuttal? "You know what Simon, sometimes less is more," she said.

Rachel Crow delivered a cute, bubbly, and oh-so-likable peppy rendition of "Walking on Sunshine" with some altered lyrics thrown in. L.A. said, "You're so lovable." Nicole echoed: "You are America's sunshine." But then feisty Nicole took the opportunity to hit back at Simon saying she didn't like his decision to change the lyric, which, of course, re-started the Nicole Vs. Simon Round 2 fight. He then snapped back, "Just referring to the lyric change Nicole, it's called being inventive, darling." When Nicole tried to respond, Simon interrupted her saying, "Nicole, grown-ups are talking." And, who says it's not about the judges?!

Holy wack-a-mollie! Paula has sent the lovely ladies of Lakoda Rayne into freaky Paulaland by having them each portray a season for a performance of "Landslide." Yes, each of the girls represented winter, spring, summer, and fall in colorful prom-like dresses. Guess who hated it? "I absolutely hate what you're wearing. I think the idea of turning you into four seasons is literally insane," Simon said.

Josh Krajcik turned a chick song into a cool dude ditty when he took on "Jar of Hearts." "You took a risk and it paid off, well done," said Simon. Mentor Nicole couldn't have been happier. "I feel like a proud mom, but we're like the same age, so that doesn't work. What I love about you is when you sing, I feel your voice in my veins," she said.

Melanie Amaro surely got more than just one somebody to love her on this performance of "Desperado." "Hearing your voice is like fine china, just bring it out for the most special occasions and this is a special occasion," said Paula in true Paula fashion. Simon admitted, "I didn't realize how good you were. Right now, you are the one to beat. Trust me!"

Astro with giant A-S-T-R-O blocks as a bold backdrop – put his own personal lyrical touch to the classic tune of "Hip Hop Hooray," which segued into "Get Your Freak On." This time it was Simon Vs. L.A. when the Brit called the swag-master out on a comment a few weeks back when L.A. said Astro is too young. Simon said to the young MC, "Your ego is getting bigger, which I know L.A. is channeling his ego through you…I think you are a total little star." Obviously, L.A. couldn't agree more!

inTENsity rocked the house with a larger-than-life funfest on "Kids in America" and "Party Rock Anthem." Let the fun-puns begin: "Three words for you: That was fun, fun, fun," said L.A. "That was fun-tastic. Fun-omenal," smirked Nicole. "I shouldn’t like you but I actually really do like you," said Simon.

From fire to petals, Drew belted out "Just a Dream" in an angelic outfit with petals falling from the sky, err, ceiling. "You have the spirit of a superstar," said L.A., who added that she has the wrong mentor and should be with him. Simon said, "I'm seeing a star emerge in front of me right now." Commenting on L.A.'s remark, he added, "I'm not her mentor, she is my mentor now. It's so important that this comes from you." Loving the judges, tonight!

Marcus Canty brought some swagger to "Nothin' On You"/Bobby Brown's "Every Little Step," which was co-written by L.A. Reid and Kenny "Babyface" Edmonds. Simon joked that it was narcissistic for L.A. to give Marcus one of his own songs, but added, "It was a brilliant song choice. Props to you L.A. Well done." L.A. gushed, "Just keep doing what you're doing. America loves you."

Stacy Francis took on an inspirational gospel song, "Up To the Mountain," after last week Simon called her a church singer. Did she impress him this week? You betcha! "I don't want to take any credit for this, but I'm going to," he said and then asked her to come down for a kiss. She did. Sweet moment, for sure! "This is what you should've been doing right from the start. One of the best performances of the night," he added. Mentor Nicole joked that she did indeed take Simon's advice and gave him an honest, "Good job" on that front.

We loved all of the performances, and couldn’t have been more amused by the judges banter not least when it led to Paula projectile spitting her Pepsi after one of Simon’s egotistical comments – loved it!

So, who wowed you? Who disappointed? Who do you think will be in jeopardy of going home tomorrow night? Let us know in the comments below and tweet your thoughts to @TheXFactor. And, don't forget to download your favorite performance here and tune in tomorrow night, Thursday, Nov. 3 at 8/7C on FOX for the live results show.