“In 1978, a race of aliens came to Earth and asked the MIB to help protect their greatest treasure which they call ‘The Light’ which is a source of awesome power. But it’s not in their mandate to do that so they tell them they can’t and send them away. But in the present day, Serleeena an alien who wants the light comes to Earth because she suspects that the MIB did hide it. So she goes to MIB headquarters and takes it over. Zed tells J, that he has to get K who was the one who dealt with the aliens in 1978, to come back. But problem is that K’s memory has been erased so when J tells him, he doesn’t believe him but J eventually convinces him. So they head back so that he could be deneuralyzed but since Serleena took over the HQ where the deneuralyzer is, they have to find another one. They eventually do and restore his memory but problem is K doesn’t remember what happened to the light. But because of some clues K planted, they try to figure out what happened to the light.” (courtesy IMDB)
Back in the eighties, comic writer Lowell Cunningham first heard of a supposed covert government agency known only as The Men In Black and, in 1990, published a comic book with that very title illustrated by Sandy Carruthers. The original story-line was much darker than the resulting family-friendly film adaptation – in the comic, The Men In Black are not only involved in alien activity, but supernatural activity as well. They maintain secrecy by any means necessary, and have a secret agenda to manipulate and reshape the world in their own image by keeping both the supernatural and extraterrestrials hidden from the general public. Only three issues were published that year, followed by another three the next year, but that was enough to convince producer Steven Spielberg that it had big-screen potential. Men In Black (1997), the surprise box-office hit of the year, was such an unequivocal financial and critical success, a sequel seemed all but inevitable, but director Barry Sonnenfeld, Sony Pictures and all other interested parties agreed that a second Men In Black project would succeed only if everyone from the original production, both in front of the camera and behind, signed on.
Due to the high-powered careers and packed schedules of those Men In Black veterans – Sonnenfeld, actors Tommy Lee Jones, Will Smith and Rip Torn, designer Bo Welch, monster maker Rick Baker and the effects team at Industrial Light & Magic – producers Walter Parkes and Laurie MacDonald spent an entire year just trying to ‘get the band back together’. After many months of effort and some involvement with screenwriter David Koepp – who dropped out to work on Spider-Man (2002) – they commissioned Galaxy Quest (1999) screenwriter Robert Gordon to pen a script compelling enough to attract that core group back to Men In Black II (2002). Everyone returned with the exception of visual effects supervisor Eric Brevig, who was already committed to K-19 The Widowmaker (2002) and Signs (2002), so fellow ILM supervisor John Berton stepped in. With his team assembled, Sonnenfeld then hired Big Trouble (2002) screenwriter Barry Fanaro to rework Gordon’s script.
The screenplay evolved throughout production, but the basic story finally emerged mid-2001. Producers insisted on a love interest for Smith, but Sonnenfeld rightly defied them: “I learned on Wild Wild West (1999) that audiences didn’t want to see Will as the straight man and, until Tommy comes back into the movie, by definition Will’s the straight man.” So Fanaro condensed the first part of the script and re-introduced Jones much earlier. In a nutshell, five years have passed since the end of the first film, when weary Agent Kay (Tommy Lee Jones) volunteered for memory-erasing neuralysation and a more normal life. Now Agent Jay (Will Smith), once the rookie, is now the hardened veteran, and the agents team up again when a twenty-five year old menace rears its ugly head in the form of Serleena (Lara Flynn Boyle substituting for Famke Janssen), a worm-like alien shape-changer. After searching the galaxy for the precious Light Of Zartha – supposedly sent away from Earth in the seventies – Serleena has returned to claim it, disguised as a scantily-dressed lingerie model.
Aided by the two-headed Scrad (Johnny Knoxville), she interrogates then kills the Zarthan emigrant Ben (Jack Kehler), who confirms that the Light remains on Earth and will destroy itself and the planet if not returned to Zartha within hours. Ben’s murder is witnessed by his friend and surrogate daughter Laura (Rosario Dawson). Jay learns of Serleena’s plot to steal the Light, and the neuralysed Agent Kay may be the only one who knows where the Light is hidden. Now a postal worker in a small American town, Kay is retrieved and deneuralysed, and the pair follow a trail of clues that Kay, in his former life, left behind to locate the Light and keep it safe. When Serleena takes over MIB headquarters and kidnaps Laura, Jay and Kay join forces with the Worm Guys and Frank the Pug to rescue the girl, get MIB back, kill the baddies, return the Light to Zartha and save Earth from the scum of the universe…again.
Like the first film, Men In Black II was extremely ambitious in its special effects, yet Sony executives insisted that it be completed within a fraction of the time given to produce the first film. Work had to begin immediately, starting with the design of hundreds of extraterrestrials, and Sonnenfeld once again turned to Rick Baker, conceiving not only major characters but also the generic aliens seen at MIB headquarters, in Kay’s post office and around New York. Baker collaborated closely with Bo Welch, making sure that his creatures conformed to the production designer’s overall plan and established style: “I think we all found it easier to do this film because we had a real trust for each other. Barry knew I had delivered what I said I would in the first picture, and I knew he’d do a great movie this time.”
I have no doubt the designers had a hard time keeping up with the constant script rewrites and some major alterations. The opening title sequence, for instance, went through a number of revisions, from following a tour bus through Manhattan, to an elaborate underwater assault by the MIB on a submerged alien city, to following a firefly through the streets of New York (reminiscent of the dragonfly opening of the first film). Although props and sets had already been built and photographed for some of these sequences, Sonnenfeld finally settled on opening the movie with a clip from a fictional – and very bad – seventies television series entitled Mysteries In History hosted by Peter Graves. This tacky show with its schlocky production values not only provides an appropriately humorous setup, it reintroduces the world of Men In Black and provides crucial exposition.
As the live-action clip ends, the title sequence begins with a non-fictional spacecraft – far better looking than the shonky model seen in the TV show – zooming through the galaxy, blowing up whole planets along the way, just for fun. Moments after the spaceship lands on Earth it is revealed that the massive planet-destroying battlecruiser is actually only a dozen centimetres tall. Effects supervisor Ken Ralston: “The entire opening was deliberately designed so that you wouldn’t be able to tell how big the spaceship was. We had to create the sense that this was a very large ship, and then the joke is revealed when the ship lands in Central Park and a dog comes over to it, and towers over this very small spacecraft.” Moments after the spaceship lands, it spits out a tiny green worm-thing, our first look at Serleena in one of her many forms, this one being a neural root no more than a few centimetres long with a bulbous head. During the course of the film Serleena would shape-shift from a small tangle of worms, to an underwear model with a seemingly endless supply of eel-like extensions, to eventually become a skyscraper-sized monster.
This sequence highlights the main motif that runs throughout the entire Men In Black franchise – size is relative and nothing is as it seems – and is immediately followed by another sequence reiterating the very same ideals. You see, Serleena is not the only illegal alien in town. On the other side of town Agent Jay (Will Smith) and his rookie partner Agent Tee (Patrick Warburton) are talking down to a small flower poking out of a grate in the footpath. The flower seems to be an unlikely target for their abuse, until it rises up revealing itself to be the topknot of a two-hundred-metre-long sandworm named Jeff. After an extensive chase through the subway, Jay finally convinces Jeff to back off, while Serleena visits her number-one henchman, a two-headed alien symbiote named Scrad. Originally developed for the animated television show Men In Black The Series (1979), Johnny Knoxville plays both Scrad – a normal-looking human – and Charlie, a second smaller version of Scrad’s head that pops out of his ever-present backpack, bobbing and weaving on the end of a long flexible neck.
We get our first look at MIB headquarters in more than five years, and a few things have changed. Crass commercialism has made its way into the organisation, and a mall has been installed complete with duty-free stores, a Burger King, even a Sprint telecommunications outlet (for phoning home of course). One thing that hasn’t changed is the innumerable bizarre aliens standing in queues crowding every corner of the cavernous room. One alien character who was given star status was Frank the talking pug. Appearing only briefly in the original movie, Frank was made a serious secondary lead in Men In Black II. Though the character is portrayed by a real pug named Mushu (voiced by Tim Blaney), his facial performance is the product of computer animation (Mushu was seven years old by this time and required real makeup to hide his grey hair). ILM intended to do all the Frank animations but, as his role grew so did the workload, forcing them to invite Rhythm & Hues – a company venerated for its animal lip-sync work since Babe (1995) – to produce most of Frank’s shots.
Serleena interrogates Ben the Zarthan (Jack Kehler) at his pizza store, then casually splits him straight down the middle releasing a burst of starry light, witnessed by Ben’s surrogate daughter Laura (Rosario Dawson). Jay meets Laura at the crime scene and is introduced to the mystery surrounding the Light Of Zartha, which leads him to retrieve the neuralysed Agent Kay from his small-town postal job. Jay fails to convince the former agent of his past life, until each of the workers in the post office – all of whom look relatively human – removes a part of their body revealing that they are indeed not of this earth. Now convinced, Kay returns with Jay to MIB headquarters and, just as they enter the MIB deneuralyser room, Serleena arrives to take over the headquarters, filling the space with her eel-like tentacles. The invasion triggers a lockdown of headquarters including the deneuralyser room – a sterile white environment with curved walls – which essentially becomes a giant toilet bowl complete with blue water that flushes Jay and Kay out of the building and to safety.
Jay and Kay hurry to the basement of the alien pawnbroker Jeebs (Tony Shalhoub), who has put together a bootleg version of the deneuralyser using dodgy blueprints found on the interweb. A featured character in the first film, the head-regenerating Jeebs now looks like the previous five years have been unkind to him. Each time Jeebs gets his head blown off, it comes back a little less symmetrical, and he looks like he’s had it blown off a few times since we last saw him. Kay’s deneuralysation is almost complete when they’re attacked by five of Serleena’s interplanetary henchmen descriptively named Corn Face, Mosh Tendrils, Pineal Eye, Dog Poop and Flesh Balls, all initially human-looking who reveal their alien characteristics during the fight. With the thugs dispatched and Kay’s memory mostly restored, the agents seek the help of the Worm Guys to rescue MIB and protect Laura. Briefly seen generic characters in the first film, the Worm Guys have been promoted to supporting roles as MIB accountants with separate personalities and names (Sleeble, Gleeble, Neeble and Mannix).
Laura is left to be protected by the Worm Guys in their apartment while the agents follow Kay’s own clues to find the Light Of Zartha. In a reference to Once Upon A Time In America (1984), their quest leads them to a locker at Grand Central Station which houses a strange miniature world called Lockertown. There Kay is worshiped as a god by the inhabitants, his abandoned wristwatch has become the town’s clock tower, and instructions on a video-store card are revered like the tablets given to Moses. On their return they find the Worm Guys have been cut to pieces by Serleena, who has captured Laura and taken her back to MIB headquarters. The Worm Guys quickly regenerate and join the agents in a final assault on the headquarters, where two new formidable threats await them – an alien assassin named Jarra (John Alexander) and the Gatbot, an ordinary-looking trash can that transforms into a multi-gunned robot.
Once the Gatbot is disposed of, Jay goes head-to-head with Jarra, an extremely tall master criminal who appears to be harmless enough as he floats through the occupied MIB headquarters. It is only when Jarra is confronted by Jay that he opens his floor-length cloak to reveal he is riding in a small flying saucer, and is host to a horde of other smaller Jarras, each in his own armed flying saucer. While Jay battles Jarra and his flying clones, Kay is literally swept off his feet and held captive by Serleena’s undulating tentacles. Before she can crush the life from him, Jay shows up fresh from his victory over Jarra and blasts her to bits. Jay, Kay and Laura leave the liberated headquarters, unaware that a tiny piece of Serleena survived and is growing back quickly to continue the chase by spaceship. From there it’s a race against time to get to the designated departure point with the Light Of Zartha – which turns out to be Laura, of course: Kay says it rains whenever Zarthans cry, and it rains when Kay farewells Princess Laurana and whenever Laura cries. The climax of the film was originally to have taken place at the twin towers of New York City’s World Trade Centre, but this was changed following their government-sanctioned destruction on the 11th of September 2001 and, within twenty-four hours, a studio spokesman announced that the ending would need to be re-filmed. This meant the released film had a short running time so, when it was shown in cinemas, it was packed with movie trailers and a short animated film entitled The Chubbchubbs! (2002) to fill the gap.
Much like the opening sequence, Sonnenfeld had a hard time deciding how to close the film, and the final scene at MIB headquarters went through a number of rewrites. In one discarded scene, Jay’s depression over losing Laura is eased a bit by the discovery that Frank the pug is, beneath his dog suit, actually a beautiful woman (insert gratuitous popular singer/actress cameo). In another version, Jay is miniaturised and goes on vacation in Lockertown. After shooting several elements for these scenes, Sonnenfeld finally decided on an ending that starts with Jay and Kay discussing the inhabitants of Lockertown: “You’ve got to let those guys know there is a bigger world out there, that there is more to life than living inside a locker!” Kay laughs and says, “Still a rookie,” then walks over to a door with a big sign: ‘Emergency Exit Do Not Kick Open, Ever!’ He kicks it open, revealing that our world is indeed enclosed in one of thousands of lockers inside a gigantic alien Grand Central Station. Although the film easily made its money back, it was considered by many critics and moviegoers as a mediocre sequel at best, the real highlight being not the comedy nor the performances, but Industrial Light & Magic‘s effects and Rick Baker‘s makeup.
Many viewers considered Men In Black III (2012) a huge improvement over the second film, largely due to the excellent performances of Josh Brolin (as young Agent Kay) and Jemaine Clement (as Boris The Animal). Both Smith and Jones have made it clear that they’d gladly consider a fourth Men In Black film and, according to Columbia chief Doug Belgrad: “We’re very pleased with the financial performance of Men In Black III and we believe it is an ongoing franchise. We’re going to do another one, but we don’t have clarity yet on how it should be done.” This brings to mind the recent release of R.I.P.D. (2013) starring Ryan Reynolds and Jeff Bridges, which contains many of the same ingredients that made the original Men In Black film work, but different enough to be extremely entertaining in its own right. At this point I’d like to profusely thank Cinefex Magazine #91 for assisting my research for this article, and now it’s time for me to turn in, tune out and drop off, but don’t forget to tune in next week for another dose of nasty medicine from…Horror News! Toodles!