Watching a Britney Spears concert (if you can call it that) is akin to watching a stripper through a glass wall. It can be slightly enticing; a bit of a turn on and sexy, but ultimately it never gets you off. This is what was going through my mind as Spears put on an elaborate and eye-popping ninety-minute set in Chicago that included almost as many costume changes as it did songs. Therein lays the problem. I have a most bizarre confession; I actually think Spears has some talent. Granted, she's not likely to ever write something that can compete with "Like a Rolling Stone", but she is an pop culture icon and probably the last of her kind. However, during her first of two nights at the Allstate Arena you would be made to believe that she has no talent whatsoever and the show's producers wanted to do everything in their power to camouflage this with lots of spectacle, more sequin than the Sunset Strip in the 80's and sex, sex and more sex.

The show consisted of four distinct acts ("Circus," "House of Fun (Anything Goes)," "Freakshow/Peepshow" and "Electro Circ,") and sixteen songs. Amidst all of this were three stages (trying to recreate a three ring circus), a dozen-plus dancers, multiple props for every performance and enough product placement from Virgin Mobile to make you want to do anything but give them money. Preceding the show was a twenty-minute circus pre-show where acrobatics and other eye candy theatrics attempted to appease the crowd. It was a bit overlong, but when Spears descended from the ceiling during the opening number, "Circus", the crowd was ready to fully embrace her for any bad PR moves and all that mattered was her and the music; sort of. The sad reality is that this was a poor excuse of a concert. I can't qualify it as a concert because the music was secondary to the theatrics. Depending on who you are this could either be a good thing or a bad thing. For me, who the music comes first and foremost, it was disheartening.

With a show this mechanical does it allow for highlights? Sure. "Piece of Me" found Spears singing (excuse me, lip-synching) in a cage that rolled out to all three stages. A disappearing and re-appearing magic act during "Ooh Ooh Baby/Hot as Ice" was more memorable than the song, but she rebounded on the reflective ballad, "Everytime". Despite singing the song from an elevated umbrella over the stage, the moment felt real and genuine. The track from her In the Zone album may have been the only number (to my ears) sung live. The performance was subdued compared to the rest of the festivities (which I do realize is an oxymoronic statement in itself). During this song, you glimpsed at the talent she has, it's too bad she was not allowed to display more of this over the course of the show.

The carnival atmosphere feels like a fa�ade. I do not want to take away from the meticulous production and execution a show like this needs to work. It is anything but easy or cheap. With that being said, it didn't match up to the best Madonna shows over the years (including her 1990, 2001 and 2006 treks) or even come close to matching Justin Timberlake's magnificent tour from 2007 which was a wondrous marriage between music and spectacle. Unlike Timberlake, Spears appears to have completely divorced the music from the spectacle this time around. This was most evident in the set list for the show which contained only one song from her first two albums. While I can understand steering away from songs like "Lucky" and "I'm Not a Girl, Not Yet a Woman" which already show age, she relied far too heavily on Blackout her 2007 album. Songs like "Freakshow" and "Get Naked" bombed and featured most of the crowd in their seats. The video interlude preceding these two songs featured a Eyes Wide Shut freak film done to the beat of the Eurythmics song "Sweet Dreams" and surprisingly, the band (which was hidden in the pits and sides of the stage) received a stronger reaction than most of the actual backing track performances. I must admit to never seeing a band play live during a video interlude but having backing tracks for the actual performances. This was another anomaly that proved to elude reason. "Me Against the Music" had a huge Bollywood dance which felt forced while "Do Something" found me wishing there was an acoustic set. Even "I'm A Slave For You" failed to elicit any cheers until flames encompassed the circling the stage.

"Breathe on Me/Touch of My Hand" found Spears in see-through black sequin stockings and a bra with tassels (no, I am not making this up). She performed the song from a flying antique frame before settling onto a lounge chair on the stage where Spears was blindfolded and two men dressed in their S&M gear descended from the ceiling and proceeded to lift Spears with their legs only into the air. I'm not sure if any sex freak could imagine something this elaborate. With all that being said, Virgin Mobile was the wrong sponsor for the tour, it should have been Trojan. Regardless, by the end of this number, the entire arena smelt like used lubricant and discarded condoms.

By the time Spears ran through her last three numbers ("Toxic", "Baby One More Time" and "Womanizer") it seemed like too little, too late. I have no issue with artists pushing boundaries and trying something new, but Spears should have had a few more audience pleasing numbers in the set. This may only be pop music, but she does it quite well and by turning her back on her best selling albums is almost as if she wants to forget how she ascended to fame. On the older numbers, even Taylor Swift (who was in attendance) sung along to every word. The celebrity Britney Spears was front and center the whole show while the pop star took a backseat to the proceedings. For these final three numbers, the pop star finally was front and center and not only did she seem at ease, but the crowd roared and ate it up like boozed out college students entering a pizzeria at 3am. At the end of "Baby One More Time", she disappeared into one of the trap doors before re-appearing in a full cop uniform for the only encore, "Womanizer". As the raining pyrotechnics and confetti rained over the crowd, I couldn't help but think that after ninety-minutes most fans memories would be tied to the theatrics and not the music. Ask any fan the day after what the show was like and I'm sure they will tell you about a number of the sequences and the few dozen sequin outfits full of enough sparkles to make you feel like you were dropping acid. But if you ask them for which songs were performed, I bet they won't be able to tell you as they too are victims of being seduced by the spectacle of it all. Britney Spears isn't just a star, she's an icon and when you are as popular as she is, she is in a position to take true and daring chances. She should have brought a small band and a few dancers out on tour with her and let the music do the talking. Instead, she became just another freak in her own circus. She deserves better.

On a side note, her record company does not want writers like me to see the show and from what I was told, no reviewer tickets would be provided. However, the scalper who provided me with my tickets told me the secondary market for this show was a "bloodbath". He told me that balcony tickets (which sold for $65) were easier to sell than the $170 lower level tickets. The stage was in the middle of the arena making the vantage point advantageous for all in attendance, but still, $150 plus taxes is steep for a show and as show time grew near, tickets were a fraction of their face price. If there was any lesson I learned from watching the auctions and talking to a few brokers, the price people seemed willing to pay was about $75 to $80 a ticket and no more.

2009 Tour Set list:

Circus / Piece of Me / Radar / Ooh Ooh Baby/Hot as Ice / Boys / If U Seek Amy / Me Against the Music / Everytime / Freakshow / Get Naked / Breathe on Me/Touch of My Hand / Break the Ice / Do Something / I'm a Slave 4 U / Heartbeat / Toxic / Baby One More Time/ ENCORE: Womanizer