When the "Run" video was released earlier this month, it caused quite a stir online. Could this possibly be a trailer for something bigger? (The answer -- "Coming never" -- was revealed at the end). And what about the idea behind the wild video? And all the cameos? Melina Matsoukas, the video's director, gave Elle the stories behind the visual.

"Beyoncé was definitely really excited; Jay was a bit skeptical, but we were able to kind of force him into it," she said. "He’s always interested in doing something different so I think that part was exciting to him. I think he was hesitant about ‘Oh, now I have to be an actor.’ I was like, 'If it works, great. If not, then we’ll cut around it and make it a more typical video.'"

Once he was in, though, Hov was ready to play ball.

"Jay put in a call for Sean Penn," explained Matsoukas, who has directed dozens of videos. "It was the end of us shooting the first day. One of Jay’s creatives came up to me and she’s like, 'OK, we need to call Sean Penn now. He’s coming tomorrow.' And I’m like, 'What? OK.' So I’m driving back through the desert, and my phone’s not working, and it didn’t work that night, and I wake up the next morning to a text from Sean Penn."

Penn, who was just one of a star-studded cast that also included Don Cheadle, Blake Lively, Rashida Jones and Jake Gyllenhaal, improvised all of his lines, and Jay ended up having a similar comfort creating dialogue.

"I had suggested some lines to Jay, which were not received well," Matsoukas admitted. "I was like, 'You don’t have to say this but say this.' Of course I realized that Jay is a poet. So it became what it became. And it was way better than I would have imagined. So I was like, 'For the rest of the scenes will you write the script? Cause you’re a way better writer than I am.'"

In the end, Jay and Bey loved the result -- just like fans (except for the ones that were upset they wouldn't be getting a feature-length film).

"They loved it. Once I sent the edit out they were sending me all kinds of e-mails of encouragement. They went crazy for it. So I was really excited in the end. It was all worth it. It was definitely a challenging ride."