When Rihanna set out to record her third album, Good Girl Gone Bad, she had one strict goal in mind: Take more chances. Musically, lyrically and even visually, the Bohemian beauty wanted to reintroduce herself to her fans and the music industry alike.

According to director Chris Applebaum — who helmed the clip for "Umbrella," the album's first single — Rih Rih was adamant about exacting her objective, even if she wasn't so specific about the details for the job at hand.

"She couldn't stress [enough] to me how much she wanted to take chances," he said. "She said, 'Please send me something, but I want to do some choreography. I really want to do some extraordinary performance, but please don't send me anything unless it's really, really out there.' It was probably one of those things a director is dying to hear from an artist, especially one that I respect and love as much as Rihanna. I knew it was going to be an incredible challenge. And that it was going to be really exciting."

What he didn't know was that Def Jam executives were expecting a treatment for the video right away. Rihanna was on a tight schedule.

Applebaum hurriedly tried to put some ideas together, although he had largely ignored deadlines in the past. "I'll send something when it's great," he explained about his typical response. "Not when it's on time."

But with Jay-Z and L.A. Reid waiting, Applebaum scrapped his usual MO. He took inspiration from other artists he had worked with — Kid Rock, Madonna — who had told him about composing, in a matter of minutes, songs that turned out to be hits. Within an hour, he had finished a treatment about body paint.

Applebaum said he was uncertain how Rihanna would take to the unique suggestions but was flattered when she responded enthusiastically.

"There's greatness about her," Applebaum said. "Greatness as an artist, as a performer, as a person. There something about her that's so inspiring, as an artist, she's unclassifiable. You can't say she's [strictly] R&B or pop. She's more of an impresario.

"That scene [with the body paint], I asked her how she [would feel] if she were a classic Greek statue," he continued. "Like, 'Would people find that to be sexy?' And I wrote the idea thinking that we need to redefine the way in which people have seen this type of body paint and can she become a character within this that isn't her but more of an alter ego. ... I sent it out, and a couple days later, I got on the phone with her after she read it, and I asked her if she was willing to go for it."

"I actually talked to Chris directly before he wrote the treatment," Rihanna told MTV News back in March from the Los Angeles set of the video (see "Rihanna Loses Good Girl Image, Thanks To Jay-Z, Justin, Timbaland, Ne-Yo"). "Fortunately, he got the treatment, and he's doing a phenomenal job."

Oh, if Rihanna only knew.

Applebaum, who has 15 years of experience and more than 200 video credits under his belt, said he was a wreck during the shoot. They only had one day to shoot the video, and although Rihanna had a few days to rehearse, Applebaum still had to figure out a way to paint her for that shot. Not to mention that the singer and her choreographer were coming up with moves at the last minute.

"Rihanna asked me, 'Can I go on point?' " he said, recalling how the singer requested to do a ballet technique in which the dancer moves on the tips of their toes. " 'I feel like I can figure out how to do it and make it work.' And I said, 'OK, can I see it?' And nobody showed it to me until like the day before the shoot. And physically it's really painful because she's on the tips of her toes, there's a way in which you're supporting your entire body by just [being on] your toes. And I don't think that a lot of people can really do it. And somehow she learned how to do it, and I think that it was really painful for her. But I think she was really determined to make it work, and she just went for it. I honestly didn't know how this whole thing was going to turn out until we were shooting it."

Makeup artist Pamela Neal concocted a mixture that gave Rihanna a silver look. Applebaum said they had to repaint Rih Rih every minute between takes to ensure she was completely covered. The set was closed for that shot, with only the singer, director and his assistant present. Applebaum said the beauty of the scene actually brought his assistant to tears.

"I had one eye in the camera and the other one was closed," Applebaum said. "And I heard this odd sound, and so I opened the other eye and looked down, and the camera assistant was crying. So after the take, I asked her if she was OK, and she looked at me and said, 'Chris, this is just so beautiful. I just can't believe I'm actually watching this. This is the most incredible thing I've ever seen.' And it really felt to me like we were shooting something unique at that moment."

Go behind the scenes with other Video of the Year nominees:
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» Justin Timberlake Went 'Around' And Came Out With A Broken Finger: VMA Lens Recap
» Justice's 'D.A.N.C.E.' Is An Underdog, But 'Maybe Kanye Will Jump Onstage Again': VMA Lens Recap » Beyonce's 'Irreplaceable' Guy Had A Tough Time Getting Dumped: VMA Lens Recap
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