"Helpless When She Smiles" is the second single from American vocal group Backstreet Boys' sixth (fifth in the US) studio album, Unbreakable, which was released on October 30, 2007.

The song was originally written in 2004 for Rascal Flatts,[1] and first recorded by Dutch singer Bastiaan Ragas in 2005,[2] then by German singer Mike Leon Grosch in 2006 before it was recorded by the Backstreet Boys.

The video for "Helpless When She Smiles" was in Joshua Tree National Park, California on November 13, 2007.

The video was filmed in color, but then stripped to appear black and white, depicting the group standing in a spacious corn field.

It features helicopter shots, akin to previous Backstreet Boys video "More than That".