From the opening frames of Jay Z’s “Holy Grail” video, you notice something is amiss.

Rather than seeing Justin Timberlake belt out his A cappella intro, the viewer instead gets Hov delivering a verse. His performance plays out over a series of nightmarish images — serpents, shadows, silhouettes shafts of light — that make the viewer feel cold, claustrophobic. Jay looks pensive, weary, almost trapped by the, uh, trappings of his success. And then, without notice, the entire video slows down, sags beneath its visual heft, then stops completely. The screen goes black.

Needless to say, it’s unlike anything Jay or JT have done before. And it’s all courtesy of director Anthony Mandler, who took Jay’s #newrules mantra to heart, and set out to reinvent the very idea of a big-budget music video … beginning with the music itself.

“Jay’s committed to turning the rules upside down. He’s willing to push the boundaries, flip the concepts, and allowed me the ability to be really disrespectful to the track, to re-cut it and change the order,” Mandler told MTV News. “When we started the video, the idea wasn’t to re-arrange the track; that came along the process of discovery, during the edit, when we had this idea of ‘How do we turn the medium again?’

“Yes, I could craft a nine-minute, cinematic video, or Jay and I could step back, put some footage on the chopping block, put a chorus on the chopping block, surprise people and make this an experience,” he continued. “It’s a revision of the song … I loved the long Justin intro, but it was like ‘Let’s fool ’em a little bit, give ’em an abstract video, then jump right in.’ It was a way to f– with people’s heads, in a time when people don’t do that anymore.”

And that idea extended to the video itself, which is decidedly dark: Rather than celebrate the excesses of fame, Mandler and Jay were determined to explore the limitations it imposes. They discussed the legacies of fallen icons like Howard Hughes, the wealthy entrepreneur who became a recluse, and boxing great Mike Tyson, who squandered a fortune and lost his way following a shocking 1990 loss to underdog Buster Douglas (footage of the infamous KO is included in the video).

“We talked a lot about that. How do you become trapped by that which you worked so hard to build? Just when you think you have everything, the universe can take it all back in just one second,” Mandler explained. “There was definitely a connection between his own life, and Howard Hughes and Mike Tyson. Tyson was a hero to many, he was almost invincible, and then, he gets knocked down by a guy like Buster Douglas. Jay definitely felt the connection there.”

So the two set out to create a video that, literally, destroyed the things that success brings: a limousine is set ablaze. A pyramid of champagne glasses comes tumbling down. There are fleeting references to Icarus, who flew to the sun, and shots of money, untouched, forever spoiled by a hissing serpent. In short, nothing was sacred … not the music, or the medium. Which, again, was precisely the point.

“I think it’s one of his most personal songs,” Mandler said. “It admits a certain prisoner mentality, that even at this point in his life; you just find another set of walls, with a better view. And he was willing to go there with me on that idea, and this project. To push the medium forward.”