In an interview in October 2007, main songwriter and keyboardist Nick Rhodes called "Falling Down" a satirical, social, pop-cultural commentary.

"[2] The music video for "Falling Down" centres around models in rehab with the members of Duran Duran acting as doctors and therapists, wearing white suits and thick glasses, counselling a group of the models and passing round pills.

The band has publicly stated that Spears served as inspiration for the main character in the music video.

[2] Lead singer Simon Le Bon said that he hadn't spoken to Timberlake about the video after its release, but assumed he would be pleased.

It was shot in Los Angeles and directed by Anthony Mandler who also did the video for the Killers' "When You Were Young".