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There’s a hilarious moment in Men in Black II that riffs on the bombastic spaceship crash from the finale of the original film. A nearby dog races toward the commotion—only for the “ship” to be revealed as barely a foot tall. It’s a great gag and a strong way to open the movie, but unfortunately it’s about as good as it gets. From there, Men in Black II goes steadily downhill.
Released five years after the original, the film feels like a grab for an easy win after the disaster of Wild Wild West—the would-be spiritual successor to Men in Black that director Barry Sonnenfeld and star Will Smith made in the meantime. But this isn’t a comeback. Instead, the misfire helps put the series on ice for nearly a decade.
Men in Black II follows Agent J, now a top operative for the MIB, as a shapeshifting Kylothian alien named Serleena returns to Earth in search of the powerful “Light of Zartha”, believed lost but actually hidden somewhere on the planet. After Serleena kills a Zarthan alien running a pizzeria, J breaks protocol by sparing a witness, Laura, and eventually discovers that only retired Agent K knows where the Light is hidden.
On paper, Men in Black II sounds decent. It’s the execution where everything falls apart. The film’s biggest problem is that it’s essentially the same movie all over again—just without the freshness. An evil alien disguised as a human arrives on Earth to retrieve a MacGuffin, putting the entire planet in jeopardy. Only this time, instead of an overweight man, the alien looks like a lingerie model.
The alien, Serleena, is played by Lara Flynn Boyle, best known for Twin Peaks. Although she was only 31 during filming, she somehow looks like one of those fifty-something actresses desperately trying to appear youthful. And unlike Vincent D’Onofrio’s wonderfully quirky turn as the villain in the original film, Boyle plays it mostly straight. The film leans on her sex appeal for laughs, but the joke never lands—let alone becomes memorable.
She’s assisted by a minion named Scrad, played by Johnny Knoxville in what may be the most early-2000s stunt casting imaginable. Knoxville isn’t exactly a great actor, but that’s not even the worst thing about the character. Scrad has a second, smaller head—Charlie—perched on a stalk protruding from his neck. Points for originality, perhaps, but it’s still one of the worst alien designs ever put on screen.
It doesn’t help that the effects used for this extra head aren’t very convincing. In fact, much of the CGI in the film has that terrible glossy late-’90s look. The original Men in Black had the same issue with some creatures, but seeing a movie released five years later look occasionally even worse is hard to ignore. The scenes involving Jeff—one of the giant worms with a lamprey-like mouth—are prime examples, and the shots of Will Smith riding him never feel remotely real.
Rosario Dawson, meanwhile, is tasked with being Smith’s love interest this time around. She’s solid in the role, and thankfully the character is given more to do than just that. The film even manages to justify why she sticks around through the end credits.
Despite the entire world being in danger, the movie once again confines itself almost entirely to New York. To its credit, it occasionally manages to suggest a larger universe—like the locker at a train station that serves as a city for miniature creatures who seem to regard K as a divine being. These small touches are the kind of moments that actually work, as does the occasional gag like Michael Jackson’s cameo as Agent M.
Unfortunately, those moments are balanced out by some truly cringe-inducing ones. Take the scene where Rip Torn performs wire-fu against Serleena inside MIB headquarters. The Matrix had come out a few years earlier, and apparently every self-respecting movie needed its own Matrix-inspired moment. But Rip Torn doing wire-fu? Come on. If he didn’t already have Freddy Got Fingered on his résumé, this might have been the worst thing on it.
Men in Black II is one of the most disappointing sequels I’ve seen—and that’s saying something. It’s remarkable how little in this movie actually manages to work.
