After “On the beach” and, “In the ocean”, “Between the stacks in a library” is one of those tried and tested locations that people the world over have on their list of places to get down and dirty. In his music video for “Out of the Game”, English troubadour Rufus Wainwright wreaks havoc on the repressed and frazzled librarian—played by his friend and Tim Burton’s main squeeze Helena Bonham Carter—by getting it on amongst the encyclopedias with different incarnations of himself.

Director Philip Andelman—whose work you’ve seen in music videos for artists as diverse as Taylor Swift, Band of Horses and The Kills—has Bonham Carter wearily (and warily) patrolling her territory as she lip syncs to the track, which was produced by hit factory and Wainwright’s new crush, Mark Ronson.

You have to wait until May 1 to get your hands on Wainwright’s Out Of The Game album, but you can tide yourself over until then with inside information on what went on behind the scenes of the video in our interview with Andelman, below.

Portable: Rufus is no stranger to getting in costume and playing characters. How did you and he decide on his aliases in this video? Were there any options that didn’t make the cut?

Philip Andelman: The concept for the video was actually Rufus’ and from the start he was incredibly specific about the characters and the books they were reading. That said, it should be noted that in his original concept he was the librarian and the clients would be cast. When we switched it around we knew we would have to limit ourselves to three people since each wardrobe change would reduce our shooting time and the idea of three backup singers worked much better than four. The one that didn’t make the cut was a waif-ish drip of a pasty young girl reading Sylvia Plath.

P: What was the collaborative process like between Rufus and yourself?

Philip Andelman: It was really fun, open, and free-wheeling. As I mentioned, the concept was his idea and while he had a very specific vision from the onset, he was super receptive to everything that came up along the way. I was a bit nervous when I first threw out the idea that someone else sing the song, but he got it right away and really fell into the three characters perfectly. On set I don’t think I’ve ever worked with someone with such a great sense of humor before, from subtle eye bulges to drunken cross-dressing wobbles, he gave us so much to work with.

P: Helena’s wardrobe is one of the tamest we’ve seen her in in some time. What were your references as far as wardrobe and location? What did you want the video to look like?

Philip Andelman: I really wanted to steer clear of the “sexy librarian” cliche since the song is the opposite of that. The song speaks of the contempt towards the arrogantly oblivious nature of youth coupled with heartache found in attachment to said youth so it didn’t make sense to have some Van Halen-style I’m-hot-for-teacher type librarian (though don’t get me wrong, that was one of my favorite videos growing up!). Instead we really wanted to create a gentle character filled with longing, someone secretly pining away for a life of lust that always felt out of reach. The video is meant to capture her ultimate unraveling and descent into desire.

P: How did Helena come to be involved in the project?

Philip Andelman: When Rufus initially pitched the idea he suggested some friends of his that could possibly make cameos as the library patrons, including Helena. My eyes widened and I told him that if we had the opportunity to work with her, it should not be wasted on a simple one shot punchline. I feel bad in hindsight and hope she didn’t feel like we tricked her into it, telling her at first “No, come down for fifteen minutes, it’ll just be one shot”, and then explaining to her that no, in fact she was responsible for learning the entire song and spending an entire weekend at the London Zoo’s library!