A tough night for Britney

LAS VEGAS - Somewhere, Kevin Federline is laughing. An out-of-shape, out-of-touch Britney Spears delivered what was destined to be the most talked about performance of the MTV Video Music Awards - but for all the wrong reasons.

Kicking off the show last night with her new single, "Gimme More," Spears looked bleary and unprepared, much like her recent tabloid exploits on the streets of Los Angeles. She walked through her dance moves with little enthusiasm. She appeared to have forgotten the art of lip-synching. And, perhaps most unforgivable given her once-taut frame, she looked embarrassingly out of shape.

Even the celebrity-studded audience seemed bewildered. 50 Cent looked at Spears with a confused look on his face; Diddy, her new best friend, was expressionless.

Some comeback. Breathlessly hyped by MTV as the evening's most anticipated performance, it became the most shockingly bad of the night. Jive Records might want to push back that Nov. 13 album release date.

The VMAs had better luck with their own reinvention yesterday. After suffering poor reviews and a decline in ratings over the last few years, MTV moved the show to Las Vegas' Palms Casino, shortened the show from three hours to two, and changed the show's setup to focus more on performances than awards. Justin Timberlake and Timbaland, Kanye West, Fall Out Boy and the Foo Fighters each hosted separate suite parties, where much of the show's performances were held.

Thankfully, after Spears' dismal start and an awkward, off-color intro by comedian Sarah Silverman, the show rebounded with several exciting performances. (There was even more drama in the audience: an off-camera fight broke out between Pamela Anderson exes Kid Rock and Tommy Lee, leading Diddy to remark: "It's not just the hip-hop artists that sometimes have a problem.")

Timberlake's suite was packed with revelers, alcohol and eight lingerie-clad stripper types on raised platforms. Before he accepted the Quadruple Threat of the Year award at his suite, the DJ summoned the partygoers to watch the monitor and go crazy if Timberlake won.

He did, they did, and Timberlake said: "I want to challenge MTV to play more videos!"

Timberlake was the night's big winner, with four trophies. After accepting the award for Male Artist of the Year, he jabbed at MTV again: "We don't want to see the Simpsons on reality television" - apparently he's not a fan of either Jessica or Ashlee's MTV shows.

Meanwhile, Rihanna won the coveted Video of the Year for her metallically inspired "Umbrella," and Monster Single of the Year for her ubiquitous hit "Umbrella," and Beyonce and Shakira won Most Earthshattering Collaboration for "Beautiful Liar." Beyonce's shimmering gold dress barely contained her top; immediately after she picked up her trophy, she asked an assistant backstage to help fix her dress, apparently to prevent a wardrobe malfunction. *