Allison Janney stars in Rachael Yamagata's Let Me Be Your Girl video

For the longest time, Rachael Yamagata dreamt of having Allison Janney star in one of her music videos. It wasn’t entirely a pipe dream — the two have a mutual friend who brought up the idea with Janney, and Janney was familiar with her music. Still, the singer-songwriter confesses to EW, “In my heart of hearts I never thought it would actually happen.”

But as the release date for her new album (Tightrope Walker, out now) approached and video treatments started coming in for the song “Let Me Be Your Girl,” Yamagata decided to take a chance. She fired off an email to her longtime friend Josh Radnor: “I don’t even know if you’ll like this song,” she wrote, “but if you would consider directing a music video for me, we might have Allison Janney.”

As it turns out, the How I Met Your Mother star is a huge Janney fan — he directed her in his 2012 film Liberal Arts and has since kept in touch with her. “I just think she’s really special and wonderful and incredibly, weirdly watchable,” Radnor says. “She’s truly one of the greatest actors on the planet, and I’m always thinking of roles for her.” They only had a day to shoot, so he kept his pitch simple. “I said, ‘Allison Janney dancing as a sexy clown is something I really want to see, and I suspect that other people will want to see it too.’” Yamagata and Janney were both immediately into it. “I had no idea how it was going to work,” Yamagata says, “but it was all about trust. I had infinite trust.”

To prepare for his first music-video directing job, Radnor had a “serious Pinterest board going” with pictures of clowns and women staring into mirrors. “[The video] is a lot about image and reflecting and the costumes and masks we wear for each other,” he explains. “But also, the more I sat with this, the more I realized it’s about actors in a certain way: It’s weird and hard to be human and deal with yourself, but when you find the right role or character or even outfit, something comes alive. When [Janney] sinks her teeth into something, it’s like the rest of the world is gone.”

Radnor is the first to admit he never actually asked Yamagata about the meaning of the song, choosing to focus on the mood and feeling of the track instead of its lyrics. But to Yamagata, the treatment still made perfect sense. While many of her songs dissect heartbreak, she describes “Let Me Be Your Girl” as having “a very positive, healing message of, ‘When life is trying to break you, let me be your girl, let me help you out.’”

Yamagata says Janney brought “a tiramisu of emotion” to the table. “The storyline in the video actually took on so many layers with the treatment,” she explains. “To me, it represents a woman who’s finding her courage and having her familiar self-deprecating thoughts about herself, yet inside of her exists this potential for absolute joy and freedom and power. It just goes through the trajectory of discovering that and questioning that, which made the song richer.”

Many of Radnor’s and Yamagata’s favorite things about the video were happy accidents. The location? “The guy who owns it and runs it is a fan of my music,” Yamagata says. The gorgeous afternoon light that fills the space? “That’s just where we were in the day,” Radnor says. Janney’s dancing? They had a choreography consultant, he says, but for the most part, “those are her moves.” And what about the powerful final shot? “We actually ran out of time and I had a whole coda that I ended up cutting,” Radnor says. “It becomes this incredibly poignant scene, but you’re actually doing it to make your day and get to the end of the story.”

Yamagata describes the making of her album in similar terms. “People ask you all the time, ‘Did you plan to do this recording this way?’ and my answer is usually, ‘No, there was just a saxophone in the room and somebody knew how to play it,’” she says. When it came to the video, “All of these strange synchronicities aligned in this perfect way. It was a really magical thing.”

See the video, premiering exclusively here, above.