'X Factor': Simon Cowell Recalls Giving Britney Spears a Pep Talk After Audience Boos (Video)

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While East Coast competitors David Letterman and Jimmy Fallon performed monologues to empty studios in the midst of Hurricane Sandy, it was business as usual for Jay Leno as he filmed The Tonight Show in Los Angeles. 

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On Monday’s show, X Factor judges Simon Cowell and Britney Spears appear in promotion of the series’ first live broadcasts beginning Halloween night. 

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During the interview, Cowell revealed that Spears struggled with hearing the crowd boo her during auditions. So much so, that she may have considered exiting the show.

“There was this look to me like, ‘What have I signed up for here?’” Cowell recalls. “After two hours, we had a conversation and it was like, ‘I’m not sure I should be doing this. They all hate me. They’re booing me.’ And I said, ‘You’re doing a brilliant job. Get used to it.’”

With more than a decade in the industry, Spears admits that she’s not used to being criticized by an audience. The experience was not a welcome one.

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“You just like, cringe,” she says. “You’re just like, ‘oh my god!’”

Asked whether she feels badly about crushing the dreams of the young, less talented hopefuls, Spears replies: “It is really hard, but if they’re supposed to be a doctor, you want them to – and they’re wasting seven years of their life doing that – I would want to know.”

The X Factor returns to Fox on Wednesday, Oct. 31, with 12 finalists. The broadcast marks the first live show of the series’ second season, featuring newly announced hosts Khloe Kardashian and Mario Lopez.

Watch a clip of Cowell and Spears’ Tonight Show appearance below.