Nicole Scherzinger has a nice rack, and doesn’t Conan know it? The presenter could not keep his eyes off her ample cleavage when she appeared on his show last night to promote ‘X Factor USA’. Scherzinger who is aiming to find the next big superstar will be hoping that the potential $5 million winner does not sound as nasal as the faux Britney Spears vocals she ended up imitating during the interview.

Scherzinger’s Britney impression was immaculate! It was all jokes, but some Britney fans may consider it a little condescending. Another hilarious part was Scherzinger putting Conan in his place for staring at her boobs. Check out the hilarious segments below and be sure to tune into ‘X Factor USA’ tomorrow night when it premieres on Fox at 8pm ET.