L.A. Reid, Demi Lovato, Britney Spears and Simon Cowell

Britney Spears and Demi Lovato will make their long-awaited X Factor debuts Wednesday (8/7c on Fox), but the two new pop princesses perched between Simon Cowell and L.A. Reid are hardly the only changes coming in Season 2.

"When you watch the first episode, you're going to be surprised at how different this show is," creator, executive producer and judge Cowell tells TVGuide.com. "This is very, very different to anything I've ever made before or anything I've ever seen before."

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After a solid-but-not spectacular first season, which averaged 11 million viewers and crowned Melanie Amaro the winner of a $5 million contract, The X Factor underwent a major overhaul that included the exits of judges Paula Abdul and Nicole Scherzinger, along with host Steve Jones. Cowell then made the bold choices to add Spears, 30, along with 20-year-old Lovato, to the judges' table. Neither had any related experience, but Cowell trusted them simply because of their status as hitmakers. (Spears has sold more than 100 million records worldwide and Lovato currently has the No. 1 song in the country with "Give Your Heart a Break.")

"I didn't give them any advice actually. I believe in throwing them in the deep end," Cowell says. "I watched them very carefully the first day to see what are their instincts like? Do they get it? I think Britney found the first day really tough. It's very intimidating when you've got this big audience behind you and when you say no. You've got 5,000 people booing you. Once she got over that, she was brilliant."

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Cowell's next big coup? Getting Spears and Lovato to sing on the show! "I'd love to see a duet between the two of them. They've really become good friends and they've got a lot of respect for each other," Cowell says. "I hope it's going to happen."

The addition of Spears and Lovato has definitely been the splashiest update made to X Factor for its sophomore run, but Cowell says it's another modification — the lack of a host during audition rounds — that will "reinvent the whole genre" of singing-competition shows. "There was a show I always wanted to make where we told the story through the contestants. I didn't want any voiceover. I didn't want any hosts on the auditions. I wanted the contestants to tell the story. It was a very, very risky thing to do," Cowell says. And after having seen the first episode back? Cowell — never one to undersell — states, "I thought it was genius."

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Some things (read: a lot) have changed since Season 1 — Cowell's rivalry with fellow judge and record industry stalwart Reid not being one of them. "L.A. is very competitive even in the real world. Last year, he had Justin Bieber. This year, I've got One Direction. We always want the biggest artists in the world and I'm beating him this year. He doesn't like it."

Like One Direction, Cowell says the contestants to watch on this season of The X Factor are the 12-17 year-olds and the groups, despite the fact that the groups category was completely elimated by the fifth week of live shows last season (poor Paula!).  "They're harder to sell than a solo artist," Cowell admits. "The groups are surprisingly strong. There are two groups in particular who I would sign if they walked into my record label tomorrow. I mean really good and different."

The X Factor's new season premieres Wednesday at 8/7c on Fox.