The video, directed by Wayne Isham and choreographed by Darrin Dewitt Henson, features NSYNC as puppets controlled by an evil puppetress (played by Kim Smith). She cuts Joey and Chris loose first, and they run over the top of a speeding train, then hide among the passengers to escape her. She cuts Justin loose next, and he outruns her trained dogs through a warehouse, eventually escaping into the pouring rain. Then Lance and JC are cut loose and fall into a red Dodge Viper RT/10. They speed away from her, while being chased by her silver BMW Z3. All of this is interspersed with shots of the band dancing in a blue box with a fixed camera, making them appear as though they are on different planes of gravity.