The set list for Britney Spears' upcoming 'Femme Fatale' Tour has been revealed and it features a couple of surprising covers mixed in with her biggest hits and a bunch of tracks from her new album.

The set list leaked after Spears held a dress rehearsal for the tour, which begins Thursday in Sacramento. She kicks off the show with 'Hold It Against Me' and finishes with 'Till the World Ends.'

Mixed in with hits like 'Womanizer' and 'Gimme More' are 'He About to Lose Me' and 'Up N' Down,' two tracks from the deluxe edition of 'Femme Fatale.' Also in the show are Britney's cover of Madonna's 'Burning Up' and a version of Rihanna's 'S&M,' which featured Spears on the remix.

Perez Hilton attended the dress rehearsal and called it "thoroughly enjoyable." He said that Brit sings live for "maybe 40 percent of the show ... Which is really awesome, considering the fact that the last tour, she lip-synched everything single song, even the ballads."

Spears told Entertainment Tonight, "I'm probably going to be extra nervous the day before, but we've been working hard for two months now and everything is coming together really good, and I'm just excited right now."

Britney Spears 'Femme Fatale' Set List:
1. 'Hold It Against Me'
2. 'Up N’ Down'
3. '3'
4. 'Piece of Me'
5. 'Big Fat Bass'
6. 'How I Roll'
7. 'Lace and Leather'
8. 'If U Seek Amy'
9. 'Gimme More'
10. '(Drop Dead) Beautiful' (feat. Sabi)
11. 'He About To Lose Me'
12. 'Boys' (Remix)
13. 'Don’t Let Me Be The Last To Know'
14. '...Baby One More Time'
15. 'S&M'
16. 'Trouble For Me'
17. 'I'm A Slave 4 U'
18. 'Burning Up' (Madonna cover)
19. 'I Wanna Go'
20. 'Womanizer'
21. 'Toxic'
22. 'Till The World Ends'

Meet the Dance Choreographers Behind the Femme Fatale Tour