Men in Black II (2002) Poster


During a scene in MIB headquarters, two aliens in black bodysuits can be seen walking around on all fours with their limbs straight, bobbing their heads up and down. The two aliens are played by Osseus Labyrint, an interpretive dance duo who toured with the band Tool and appeared in the band's video for "Schism". During the video, they perform the same move.
Jump to: Cameo (2) | Director Cameo (1) | Spoilers (2)
Jay's line on the "driver airbag" ("Actually it came with a black dude, but he kept getting pulled over.") was improvised by Will Smith. The producers liked it so much it even made the theatrical trailer. Barry Sonnenfeld however was not happy, it was played over and over in the month of June prior to the film's release, making the joke old and tired by the time people saw it in the movie.
The original pug from Men in Black (1997) was used to play Frank again, but since the pug was now seven years old, they used makeup to hide the gray fur around its nose.
In an interview with Will Smith and Tommy Lee Jones, Smith said: "It was great working with Frank the Pug in the first film, but since we came back he's been acting like an a-hole." Jones then said, "Yeah, Frank's had a bit of an identity crisis since the neutering."
You can see Edgar the Bug's flying saucer (from the first Men in Black (1997)) on top of the roof of the restaurant where J takes Laura for a piece of pie.
When J & K are watching the Light of Zartha video in Newton's room, J comments on the corny video, saying "Looks like Spielberg's work". The film's executive producer is Steven Spielberg.
In the Hungarian-dubbed version Elizabeth (the Young Girl at the Post Office) lines were redubbed from "Twenty Rugrats stamps please" to "South Park stamps please" because South Park (1997) was better known than Rugrats (1991) in Hungary that time. In the German-dubbed version her lines were re-dubbed to "Pokémon stamps please" because Pokémon (1998) was better known at that time.
Newton, the Video Store owner, is also the Morgue attendant in the first Men in Black (1997).
The Balchinian is the alien with testicles on his chin. Many names were tried out for this alien during filming (including 'Gonado-Neck'), before settling on Ballchinian.
The extra head attached to Scrad is called a 'symbiote,' and was first developed in Men in Black: The Series (1997). It is the most obvious development of the animated series to be carried over into the movies.
Famke Janssen was originally cast as Serleena, and even completed some of the filming, but was forced to drop out of the project due to a death in her family. Lara Flynn Boyle was then cast in her place.
In the final battle versus Serleena, J says, "I'm 'bout to lay the smackdown on your candy ass." This phrase was coined by Dwayne Johnson when he was a full-time professional wrestler known as The Rock.
In both movies outside the pawn shop a tandem bicycle decorated with lights can be seen driving past.
Barry Sonnenfeld took issue with the producers wanting to focus on the love story between Agent J and Laura: "I learned on Wild Wild West (1999) that audiences didn't want to see Will Smith as the straight man. And until Tommy Lee Jones comes back into the movie, by definition Will's the straight man."
The deep, gravely voice of Pineal Eye is how the voice of actor Kevin Grevioux actually sounds (it is used to even greater effect when he played the part of Raze in Underworld (2003)).
In the previous Men in Black (1997), the sympathetic female lead was named Laurel. In this one it's Laura. The L theme is possibly an allusion to Superman's mythology, where the main females have similar L names: Lois Lane, Lana Lang, Lori Lemaris, etc.
Tony Shalhoub plays Jack Jeebs in this film, as well as in few episodes of Men in Black: The Series (1997) and in Men in Black (1997).
The train locker is a tribute to the gangster mystery Once Upon a Time in America (1984), where a main character (Agent K, Noodles) returns after a span of time and tries to solve a long-ago mystery; notably, the train locker contains a vital clue to solving the mystery.
The noise made by Serleena's tendrils was created by the VFXperts moving around tree branches in a rubber membrane, and adding water.
The steering mechanism in the car when flying near the ending scene is a silver-colored DualShock, the controller used for Sony's Playstation and PS2 consoles. This leads to J's joke about a "Gameboy".
The noise the neuralyzer makes when it flashes is the sound of a strobe flash reloading. Sound editor Skip Lievsay filtered/modified the sound through a Synclavier synthesizer to make it more high-tech.
The children of the cast/crew make an appearance in the film:
  • the little girl at the post office who wants to buy Rugrats (1991) stamps is Barry Sonnenfeld's daughter Chloe Sonnenfeld

  • Tommy Lee Jones's daughter appears in the film as the little girl in the apartment where J, K and the worms acquire weaponry

  • and the two boys who look up as the MiB car flies overhead are Will Smith's sons.

A specially-designed vice was created to simulate the effect of Jeff the Worm crunching on the subway car.
This is the first film/sequel Steven Spielberg produced that has a testicle-related joke. The second was Transformers: Revenge of the Fallen (2009) which had the Decepticon/Constructicon Devastator featuring a set of suggestively-placed wrecking balls.
David Koepp was originally involved with the film's script, but left to do Spider-Man (2002).
The stickers on Scrad's/Charlie's fridge door: "LOSER" "MY OTHER CAR - IS A SKATEBOARD - ALTERNATIVE PRESS" "HARASSING ME ABOUT MY SMOKING MAY BE HAZARDOUS TO YOUR HEALTH" "Your Kid's An Honor Student - But You're A Moron" "The Truth is NOT out There!" "BARTHAT - *SUCKS* - TIGERMASK - ..." "NEW YORK - MAFIA" "Greetings from New York City" (on postcard showing a heist)
When Charlie faints at the MIB HQ you can see Martha Stewart on the big screen TV.
The concept of the deneuralizer and having it used on K to bring back his memories had originally been done in Men in Black: The Series: The Neuralizer Syndrome (1997).
The video store J and K visit has several Oliver Stone sections, and a large Oliver Stone cardboard figure near the check-out counter.


Patrick Warburton:  Agent T is Warburton's usual routine: a tough macho jock who often screws up his assignments.
Michael Jackson:  as himself as an undercover Man in Black. Jackson was a huge fan of extra-terrestrials, and there was speculation about him being an alien.

Director Cameo 

Barry Sonnenfeld:  as the husband in the apartment where J, K and the worms acquire weaponry.


The trivia items below may give away important plot points.

The original ending of the film included a scene in which the World Trade Center towers opened up, releasing a swarm of UFOs into the air. Following the towers' destruction, the film's ending was changed. Unfortunately this meant the film had a short running time, so when it was shown in theaters it was packed with trailers and the short film The Chubbchubbs! (2002) to fill the gap.
According to Agent K, it rains when Zarthans cry. Two scenes are shown where it rains: when Laura cries, and in K's memories where he is seen with Princess Laurana. This also explains the connection with Agent K, Princess Laurana and Laura.

See also

Goofs | Crazy Credits | Quotes | Alternate Versions | Connections | Soundtracks

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