With a little help from the Rolling Stones, Shania Twain and a team of hit-making songwriters and producers, pop princess Britney Spears stretches her sound to include slick adult-contemporary ballads and up-to-the-minute R&B on her second album, Oops! ... I Did It Again, due Tuesday.

Spears, whose debut, ... Baby One More Time, was one of last year's best-selling albums, said earlier this year that she feels her new songs are "50, 75 percent better" than her older material.

"With this next album, it's not something I changed purposefully," she said. "It's just something that kind of changed on itself with me being older, and with me being older my voice has changed a little bit and I'm more confident ... and I think that shows across on the material."

The 18-year-old singer's newfound confidence is evident on her remake of the Rolling Stones' "(I Can't Get No) Satisfaction," which, in addition to recasting the '60s rock classic as modern dance pop, jettisons the song's final verse and adds some new lyrics.

"I'm watching my TV/ And that girl comes on and tells me how tight my skirt should be/ She can't tell me who to be/ I got my own identity," Spears growls over a skittery, hip-hop influenced beat and distorted guitar power chords. A high-pitched synth echoes the original arrangement's fuzz-guitar riff.

A Bevy Of Notable Producers, Writers

Producer-of-the-moment Rodney Jerkins (Whitney Houston, Brandy), who crafted the remake as a

full-fledged pop extravaganza, complete with key changes and a choir's worth of backing singers, said he was proud of the results.

"It's going to shock everybody," he said. "It has flavors of the original, but it's a straight 2000 version — new to the ear. Which I think is cool, because people who appreciate that song are going to love it. And I made it so new and young that the young kids that love Britney are going to love it. It's going to grab both a mature and young audience."

Also notable is "Don't Let Me Be the Last to Know," a song co-written by country superstar Shania Twain and her husband, producer Robert "Mutt" Lange (Def Leppard,Bryan Adams), who also produced the track.

The ballad, which boasts a slinky keyboard riff and Lange's characteristically lavish production, finds Spears — a native of Kentwood, La. — allowing a bit of country twang into her vocals as she begs a lover to reveal his feelings: "My friends say you're into me ... but I need to hear it straight from you."

"When you hear the song, it's so pure and delicate. It's just one of those songs that pull you in," Spears told MTV News recently. "I think they wrote it 'specially for me, because the lyrics of the song, if you really listen ... they're more of what I can relate to, 'cause they're kind of young lyrics, I think. I don't think Shania would probably sing some of the words that I'm saying."

Another potential hit, the mid-tempo, synth-backed "When Your Eyes Say It," penned by veteran songwriter Diane Warren, combines a string section with a loping hip-hop beat.

Britney Makes Writing Debut

Spears makes her own songwriting debut on the modest, keyboard-driven ballad "Dear Diary," which she has said is autobiographical. On the track, she sings of wanting to become "so much more than friends" with a boy.

The album also features several contributions from Swedish producer/songwriter Max Martin, who also worked on Spears' debut album, as well as songs for pop acts 'N Sync, Ace of Base and the Backstreet Boys.

On such R&B-flavored tracks as "Don't Go Knockin' on My Door" and "Stronger," Martin and two other Swedish producers, the one-named Jake and Rami, keep Spears from straying too far from the upbeat pop sound of her last album, while adding a bit more funk to the mix.

"I'm stronger than yesterday/ Now it's nothing but a mile away/ Now my loneliness ain't killing me no more," Spears belts on the latter track, which evokes the sound of her labelmates 'N Sync with syncopated rhythms, filtered vocals and distorted synths.

Martin also worked on the album's title track (RealAudio excerpt), which is #8 on Radio and Records pop chart.

Oops! ... I Did It Again's full track listing: "Oops! ... I Did It Again"; "Stronger"; "Don't Go Knockin' on My Door"; "(I Can't Get No) Satisfaction"; "Don't Let Me Be the Last to Know"; "Lucky"; "What U See (Is What U Get); "One Kiss From You"; "Where Are You Now"; "Can't Make You Love Me"; "When Your Eyes Say It"; "Dear Diary."