In a densely stuffed episode of 'X Factor,' three groups gave performances, tons of contestants were eliminated, the final four groups were chosen (making the Top 32) and the judges got their teams. Here's your handy dandy PopCrush recap.

The Last Batch of Group Performances Were as Follows:

- Group 1: Marvin Gaye, 'What's Going On': Chris Rene has star quality. He showed it again and can sing well. We liked Marcus Canty and Equality's groove, too.
- Group 2: Rascal Flatts, 'I Won't Let Go': Thomas Wells, Matthew Slovacek, Tim Cifers and Hannah Bethel took charge of the song, and the group was creative in its approach, appearing onstage one at a time.
- Group 3: Snow Patrol, 'Crashing Cars': The Brewer Boys have Bieber bangs. So did Emma Henry. We liked Ryan Sims, who stood out in a group full of off-key singers.

Here Were the Standalone Standout Performances:

- Rachel Crow: Our favorite 14-year-old sang Beyonce's moody, broody beauty 'If I Were a Boy.' Just give her the $5 million already. She's got it all. She grooved, adopted the song's melancholy tone and then turned it up a notch, flower in her hair and all. She made Nicole Scherzinger cry.
- Tiger Budbill: His house is getting auctioned off in five weeks, so moving on and competing for $5 million is necessary and crucial. He performed a loungey version of 'Billie Jean.'
- Josh Krajcik: Blue-eyed soul + burritos = Josh. He tore through Kelly Clarkson's 'Up to the Mountain.'
- Simone Battle: She is 22 and did Elton John's 'Your Song.' She was more about being a pop star, with her beret, high-wasted shorts, sunnies and hat. She also forgot the words.
- Stereo Hogzz: This five-piece of crooners designed a choreographed version of 'Cry Me a River.'
- Stacy Francis: Her father died the first day of boot camp. Poor girl. She performed 'Summertime' and exercised restraint, even though she is a barrel of emotion. And she can sing, histrionics or not.
- Tiah Tolliver: Her lips are always blood-red and almost distracting. Then she smiles and sings and we smile too. Simon Cowell was right about her!
- Drew Ryniewicz: Yeah, she's good. She's X's Haley Reinhart.
- Caitlin Koch: She also performed 'Cry Me a River.' With her ringlets and super short, shimmery, one-shoulder brown mini, we can't believe she coaches rugby, which is about as physically taxing a sport there is.
- Leroy Bell: We want to see his birth certificate for proof that he is 59. There's just no way. He looks not a day over 42. We felt his raspy version of 'Make You Feel My Love.'

The Judges' Teams Are as Follows:

- Simon Cowell will mentor 'The Girls,' which consists of Caitlin Koch, Tora Woloshin, Simone Battle, Drew Ryniewicz, Rachel Crow, Jazzlyn Little, Melanie Amaro and Tiah Tolliver.
- L.A. Reid will mentor 'The Boys,'' which consists of Brennan Hunt, Brian Bradley, Skyelor Anderson, Nick Voss, Tim Cifers, Phillip Lomax, Marcus Canty and Chris Rene.
- Paula Abdul will mentor 'The Groups,' which consist of StereoHogzz, 2Squared, 4Shore, The Brewer Boys, Allusion Confusion, The Answer, and two groups created by the judges, consisting of 14 eliminated contestants (eight boys and eight girls).
- Nicole Scherzinger will mentor the 'Over 30s,' consisting of Elaine Gibbs, Tiger Budbill, Leroy Bell, James Kenney, Josh Krajcik, Christa Collins, Dexter Haygood and Stacy Francis.