Of the many intimate confessions on Jay-Z’s latest album—the deeply personal opus, 4:44—"Smile" is the most striking. It’s the song in which he reveals that his mother, Gloria Carter, is gay, and that she concealed her sexuality from him and the world at large until only recently.

Backed by a chopped-up sample of Stevie Wonder’s “Love’s in Need of Love Today,” Jay-Z raps: “Mama had four kids, but she’s a lesbian/Had to pretend so long that she’s a thespian/Had to hide in the closet so she medicate/Society shame and the pain was too much to take.“ But the song’s outro delivers even more of a gut punch, with Ms. Carter finally asserting her freedom by reciting a gripping poem that she wrote herself.

In order to execute his ambitious vision for the song’s music video—and when you’re collaborating with Jay-Z, execution is the only option—director Miles Jay required a divine confluence of extraordinary events. First, he needed to convince the intensely private Ms. Carter to read her poem on camera. "If she doesn’t get behind the video, it’s pointless,” the Canadian director tells me.

Jay also wanted to shoot in the Marcy Houses, the sprawling Bed-Stuy housing projects where a young Shawn Carter came of age. According to Jay, the housing board is notoriously selective about the filmmakers they let shoot on location. But after a persuasive letter in which Jay mapped out his intentions, they agreed.

“There was a moment where we had some police lights, and [Jay-Z] said to take that out—that it didn’t feel authentic.”

The result is a staggering eight-minute clip that follows The Deuce’s Dominique Fishback as a young Ms. Carter, navigating life as a single mother while coming to terms with feelings and desires that she can’t act upon. The video ends with the real Ms. Carter reciting her poem to a group of women. Here’s Jay on how it all came together.

“Smile” is now streaming on YouTube.

Did you have any contact with Jay-Z and his mom while you were conceiving the video?
I had contact with his mom, Ms. Carter. They weren’t originally going to make a video for “Smile,” but I told them that I had an idea that I thought would be good, so I wrote a treatment on spec and sent it to the video commissioner. After two weeks, I heard back, and they basically said they wanted to do it.

Do you know if they read the treatment or signed off on it?
Jay-Z’s involvement was very minimal, but he signed off, for sure. The commissioner is the one who reached out to certain directors. Jay has his creative director, who was on set, and she read the treatment, and Jay read the treatment, and they basically said they don’t want to make an 8 Mile biopic, and don’t make it cheesy. [Laughs] So we pitched the video, they said yes, and then Ms. Carter decided she wanted to be in the video. That was a huge deal because the whole video was based on having an interview with Gloria.

What was the basis for the treatment?
I based it off of public knowledge of their life—books that Jay-Z has published, as well as interviews with him and his mom that they had done after the song came out—whatever I could grab, basically. In order to find that emotional experience that I was looking for, I read Audre Lorde, Pat Parker, Barbara Smith and other prominent black lesbian feminist poets and writers at the time, which opened up a perspective I could feel. For example, the women’s liberation movement in the ‘70s wasn’t open to black women, and was geared towards middle-class white privilege. But ultimately, I wanted to tell a classic love story built around small moments that mean a lot.

What did you learn about Gloria’s experience during that time?
She had four kids very early, and so her family was very important to her, and so was her marriage. I wasn’t trying to show that she had any kind of an affair, but that she had feelings that she felt conflicted about. To me, it’s a story about a mother making a sacrifice for her family at the time. The emotional core is having feelings for somebody but not knowing how to express them. If you really look at it, there weren’t many references for a woman of color back then in terms of queer culture, so you didn’t really know how to express yourself, and that’s the tension we were going for.

How important was it for you to shoot in the actual Marcy Houses, where Jay-Z grew up?
It was one of the hardest things about making this video. The two most essential things about this video were, who would play Ms. Carter and whether or not we could shoot in the Marcy Projects. Mark Romanek tried to get in a month and a half prior to us, and he got denied. The Safdie brothers were also trying to get in at the same time. Not only were we the only ones who got access, but we got access to the actual apartment Jay-Z grew up in.

And how did that happen?
I basically wrote a letter to the housing board about why the story should be told and how the Marcy Houses should be conveyed. I wanted to subvert the cliches of project housing, especially knowing how Ms. Carter kept her home. That was more of the reality of the Marcy Houses in the '70s and not what we think of it today. She had a lot of pride in her home, which was supposed to be temporary. It was really important that the Marcy Houses be portrayed as a community that wasn’t the cliched portrayal of housing projects that we often see. Thankfully, they said yes three days before shooting.

Talk to me about getting Dominique Fishback to play Ms. Carter.
We met at a Starbucks in Barnes & Noble and talked for a long time, and she just has no inhibitions about how she feels. She’s fearless in terms of how she expresses herself. I actually had to postpone the whole shoot just to fit her schedule, and it was worth it. There was a moment during the shoot when I was watching her performance on the monitor, and I just started crying, and then I looked over at my production designer, who was crying, and my DP’s eyes were welled. She’s a fucking angel, and she has something powerful about her, and capturing a transcendent performance is the best possible feeling to have on set.

Has Jay-Z seen the video?
Yeah, he had one note, which was a good one. Basically, there was a moment where we had some police lights, and he said to take that out—that it didn’t feel authentic. To their credit, they really just let me do what I wanted to do and gave me so much flexibility. And the video is better without those lights …

Both this video and your Leon Bridges video tell stories about life in the inner cities. As someone who grew up in Vancouver, how do you find an entry point into that world?
I see myself as a storyteller, and the most rewarding part of that is learning someone else’s experience and the universality between people and their experiences. I’m also trying to convey something that I personally feel. With the Leon video, I felt the soul and spirit in Baltimore that I hadn’t seen captured on film yet—everyone was just shooting the riots. The sense of community in Baltimore was much stronger than anything I felt growing up in Vancouver.

On “Smile,” I deeply connected with the story of a mother making a sacrifice. Jay-Z always talks about how he got his soul from his mom—his work ethic, his ability to face diversity, all that stuff came from his mom. She even introduced him to Stevie Wonder. I feel something very similar in terms of my single mom exposing me to a lot of art and culture. Looking back, she informed much more of my creative career than I give her credit for. There’s also that moment when you’re a child, and you see your parent going through a moment of pain, and suddenly your parent isn’t your parent anymore—they’re a human being. That’s a very strange thing to witness. I wanted to convey that feeling that I think we can all relate to.