FILM · 1997 · USA
Men in Black
- Directed by
- Barry Sonnenfeld
- Runtime
- 98 min
- Studio
- Columbia Pictures, Amblin Entertainment, Parkes+MacDonald Production
164 archived facts 7 topics 1 source Last reviewed Sep 2026
After a police chase with an otherworldly being, a New York City cop is recruited as an agent in a top-secret organization established to monitor and police alien activity on Earth: the Men in Black. Agent K and new recruit Agent J find themselves in the middle of a deadly plot by an intergalactic terrorist who has arrived on Earth to assassinate two ambassadors from opposing galaxies.
Summary: TMDB
129 Interesting Facts About Men in Black
- #001
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Among the "known aliens" seen on screen are Al Roker, Isaac Mizrahi, Danny DeVito, director Barry Sonnenfeld, Chloe Sonnenfeld (Barry's daughter), Sylvester Stallone, Dionne Warwick, Newt Gingrich, Anthony Robbins, George Lucas and executive producer Steven Spielberg.
- #002
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Vincent D'Onofrio researched the role of Edgar by watching many insect documentaries. To achieve his character's distinctive walk, he wore knee pads to keep from bending his legs and taped his ankles.
- #004
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According to Tommy Lee Jones, he did not mind being covered in slime, but Will Smith hated it.
- #005
When the executive producer first called Will Smith to talk about Men in Black (1997), Smith did not believe the person on the other end of the line was really Steven Spielberg.
- #006
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The Arquillians were originally conceived for a small character: a bartender named Chuckie, who was to fire a beam of light from his head to prove he was an alien. Rick Baker suggested that he was a small alien living inside the head of a robot body. The character was ultimately cut, but the producers liked Baker's idea so much that they decided to use it for characters more important to the plot.
- #007
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The film was to take place in underground bases and locations such as Kansas, Washington, D.C. and Nevada, but Barry Sonnenfeld made New York City the film's main Earth location. He thought it was more believable that aliens could hide in a big city (safety in crowds) and that New Yorkers would be more tolerant of people behaving strangely (actually aliens in disguise). He also felt that many of the city's structures resembled flying saucers, rocket ships and other secret alien technology that could be REAL spacecraft.
- #008
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Vincent D'Onofrio, who played the Bug Edgar, went on to voice all the Bugs featured in Men in Black: The Series (1997).
- #010
The BadAstronomy site, which criticizes science fiction films such as Armageddon (1998) for their scientific errors, praised this film because it was a comedy, yet it was surprisingly accurate when it came to astronomical facts.
- #011
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While in the elevator with Agent Kay, James tells him he does not want to be called "sport" or "kid" or anything like that. Kay keeps addressing him that way throughout the film. Just before Kay loses his nerve, he finally calls him "J."
- #012
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The small ball Jay accidentally sends to MIB headquarters is described by Kay as "a practical joke from the Great Attractor." The "Great Attractor" is a real thing, a gravitational anomaly located about 250 million light-years from Earth that affects the motion of every galaxy within hundreds of millions of light-years. It was first detected by astronomers in 1973.
- #014
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Barry Sonnenfeld claimed that he directed Tommy Lee Jones to play every scene straight. Jones was frustrated at not being allowed to do comedic takes, while Sonnenfeld insisted that Agent Kay had to be completely serious for the comedy to work.
- #015
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For the scene at the beginning of the film, the crew blew up a 25-gallon barrel of blue goo.
- #016
During pre-production, Barry Sonnenfeld changed much of the film's aesthetic: "I started by saying that aliens shouldn't look the way humans perceive them. Why do they need eyes? Rick would do these great designs and I'd say, 'That's great - but how will we know where it's looking?' So I arrived at where everyone else was, it just took me three months."
- #017
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During filming there was a script revision that changed the role of the 'Galaxy' in the film - the two Arquillians in the restaurant were originally warring species, and they were to change the galaxy to end a war that Edgar Bug wanted to continue. Fortunately, some creative tricks could be used to avoid having to reshoot several scenes. For example, the Arquillian restaurant dialogue was originally in English, but in post-production it was re-recorded in a foreign language so that subtitles could be added with a new explanation. Similarly, new lines were written for Pug Frank, whose scenes already had to go through post-production. In the DVD bonus material, Barry Sonnenfeld could be heard jokingly advising his fellow directors to add a talking dog to every film, which makes it easier to change the plot during shooting.
- #018
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Transforming Vincent D'Onofrio into Edgar Bug took Rick Baker six hours every day. Pieces of silk fabric were glued to D'Onofrio's cheeks and tied behind his head to stretch his face.
- #019
John Landis was offered the chance to direct Men in Black but turned it down, feeling it was basically "The Blues Brothers (1980) with aliens." He has since said he was wrong and regrets passing on the film.
- #020
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Lowell Cunningham's comic book 'The Men in Black' was far darker and drier than this film adaptation's family-friendly sci-fi comedy. In the comics, the MiB investigated not only extraterrestrial activity but also paranormal and supernatural activity on Earth. They were permitted to preserve secrecy by any means necessary (including elimination), and they also had a hidden agenda: to manipulate and reshape the world in their own image by keeping the supernatural secret.
- #021
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The creator of the original comic books appears as a short-sleeved MiB office worker.
- #022
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While Kay and James are at the restaurant, the scene opens with Kay delivering the punchline of a joke that is probably a variation of the following: a farmer went to the city with his pet rooster to see a movie. Animals were not allowed in the theater, so he put the rooster in his overalls' front pocket and smuggled it into the crowded theater. When the lights dimmed, he let the bird look out so it could see. The woman sitting next to him noticed and nudged her husband. "This man's a pervert, he's got his [euphemism for rooster] out." Her husband replied: "So? It's nothing you haven't seen before." To this his wife said: "But honey, this one's eating my popcorn!" The punchline (and probably a version of the setup) is the same as what the comedian says in the first scene of the burlesque house in "The Sting" (1973).
- #023
For the iconic costumes, costume designer Mary E. Vogt tried hard not to resemble The Blues Brothers (1980) too much. She said she drew inspiration from Cary Grant's classic gray suit in North by Northwest (1959).
- #024
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When Kay deletes all of his data records, James's photo is an old high school photo of Will Smith.
- #025
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At the end of the film, Agent Jay explains to Agent L that Dennis Rodman is an alien. Because Dennis Rodman was little known at the time in Italy, Germany, Spain and France, the name was changed to Michael Jackson in the film's Italian, German, Spanish and French dubs. Oddly, Michael Jackson appears in a small role in Men in Black II (2002).
- #026
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The explanation Kay first gives Beatrice was an Easter egg for UFO enthusiasts. It nonsensically mashes together 4 of the US government's most infamous scientific explanations for UFO sightings. These include "swamp gas" (Dr. J. Allen Hynek's explanation for a Michigan sighting that haunted him for years), "weather balloon" (the original explanation for the Roswell incident), "thermal pocket" (the 1952 mass UFO sighting in Washington, D.C.) and "light from Venus" (probably the most frequently used explanation).
- #027
Rick Baker claims his work on this film was his most complex to date because he had to get approval for the alien designs from both Barry Sonnenfeld and Steven Spielberg: "It was like 'Steven likes the head of this one, and Barry really likes the body of this one, so why don't you mix and match?' And I'd say, because that wouldn't make any sense."
- #028
Linda Fiorentino "won" her role in Men in Black (1997) in a poker game with Barry Sonnenfeld.
- #030
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According to the novelization, James is right to shoot the cardboard cutout of Tiffany at the MiB firing range. She is actually a dangerous alien in disguise, while the other aliens around are completely harmless.
- #031
Clint Eastwood was offered the role of Kay but turned it down.
- #033
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The crew built a 36-meter replica of the Queens Midtown Tunnel, exactly 1/8 the size of the real one. It was completely faithful down to the graffiti and took four months to build.
- #034
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When the monitors show Jay's old third-grade teacher, she says she teaches in Philadelphia, where Will Smith was "born and raised."
- #036
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During one of Jay's attempts to stop the giant Edgar-bug from leaving, the bug swats him aside. Director Barry Sonnenfeld said this was one of the hardest artistic decisions to get past studio executives; they wanted the bug to throw a vicious punch, whereas Sonnenfeld thought it would be far funnier for a giant bug to deliver a 'girly slap.' Sonnenfeld held his ground until the studio finally relented.
- #037
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The final scene reveals that our universe exists inside a marble, just like the Galaxy. Both the scene and the concept of the miniature Galaxy were inspired by Douglas Adams's novel 'The Hitchhiker's Guide to the Galaxy,' in which Ford Prefect tells Arthur Dent about a planet used in an intergalactic bar billiards game and placed inside a black hole ("only scored thirty points, too").
- #038
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The crew had to shoot the scene in which Edgar drinks the sugary water fifteen times. According to Barry Sonnenfeld, by the end of the day Vincent D'Onofrio was "high on sugar."
- #039
Will Smith was cast because Barry Sonnenfeld's wife was a fan of The Fresh Prince of Bel-Air (1990) and Sonnenfeld also liked his performance in Six Degrees of Separation (1993).
- #040
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The film's success inspired Marvel (which owned the property in 1997) to select other properties for development, and it later partnered with Columbia Pictures on Spider-Man (2002), among other projects.
- #041
Will Smith visited an alien encounter convention in Las Vegas to research his role.
- #042
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Barry Sonnenfeld considered playing the morgue attendant himself but decided David Cross had the "same sensibility."
- #043
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In the scene where Jay and Kay interview Beatrice, Jay has to spit out the lemonade he is offered. This may be because Bug Edgar consumed all the sugar in the previous scene, meaning Beatrice had nothing to sweeten the lemonade with (or she simply wasn't a very good cook).
- #044
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When Jay (Will Smith) jumps from the overpass onto the tour bus, he is jumping from the Pershing Square Bridge, the same spot where Robert Neville (also played by Smith) is attacked by the demon dogs after sunset in I Am Legend (2007).
- #046
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Many of the MiB's traits and characteristics are consistent with the established lore of Men in Black. For example, during alleged encounters with the MiBs, witnesses reported that they used outdated slang and local languages, and that their clothing and vehicles also looked outdated. In the Chinese restaurant, Agent Kay tells James, "Be there or be square," a phrase out of place in a mid-1990s conversation.
- #047
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At the bottom of the tabloid in which K learns about the Bug is a headline: "NASA releases evidence of contact with aliens in 1982." Executive Producer Steven Spielberg directed E.T. in 1982.
- #049
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The high-pitched hum the neuralyzer makes when it flashes is the sound of a flash camera's capacitor recharging.
- #051
Due to an apparent lab error, at least some of the release prints used in the US were not hard-matted for global widescreen projection. This meant that if the projectionist did not properly frame the projected image, viewers could see lens shadows, microphones and other things normally invisible in the frame area.
- #052
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The "Roaches check in, they don't check out" line shared by Agents Kay and Jay was the advertising slogan for the best-selling insecticide Roach Motel, introduced in 1976.
- #053
Steven Spielberg also considered directing it but chose to serve only as executive producer.
- #054
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The Wilhelm scream is heard when Edgar is pulled into the hole by the bug.
- #056
According to Vincent D'Onofrio, he based his voice as Edgar on George C. Scott and John Huston.
- #057
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The designer who built the modified Ford LTD bought it from the studio after the film.
- #058
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The stadium the ship flies over during the baseball game is Shea Stadium in Flushing, Queens, New York. The player hit in the head by the flying ball was NY Mets outfielder Bernard Gilkey.
- #059
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Carel Struycken plays an Arquilian killed by the bug named Edgar. Struycken also played Lurch in Barry Sonnenfeld's The Addams Family (1991) and Addams Family Values (1993).
- #060
David Schwimmer was asked to play Jay before Will Smith, but he turned the offer down.
- #061
Producers Walter F. Parkes and Laurie MacDonald initially wanted Barry Sonnenfeld to direct because he had directed the darkly comic Addams Family films. However, Sonnenfeld was shooting Get Shorty (1995) at the time, so Les Mayfield was set to replace him because of the positive response to his film Miracle on 34th Street (1994). The producers later watched the film and decided he was not suited to a sci-fi comedy, choosing to wait for Sonnenfeld.
- #062
In a September 2021 GQ "Actually Me" episode, Will Smith said this was his best film to date, along with The Pursuit of Happyness (2006).
- #064
Chris O'Donnell was first offered the role of Jay, but he turned it down because he felt it was a "new recruit" role similar to his Dick Grayson performance in Batman Forever (1995) and Batman & Robin (1997).
- #066
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The plot initially revolved around a war between the Arquillians and another alien race, the Baltians. They decided they did not need the Baltian subplot and changed the subtitles in the restaurant scene.
- #068
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The scene in which James chases a disguised alien was to take place at Lincoln Center. However, when the New York Philharmonic decided to charge the filmmakers for the use of their building, Barry Sonnenfeld and Bo Welch went to the Solomon R. Guggenheim Museum.
- #070
Steven Spielberg flew Will Smith by helicopter from a wedding in New York to his house in the Hamptons so he could offer Smith the role of Agent J.
- #071
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While Kay shakes Pug Frank to get information about the Arquillians and the Bugs, he can be seen grinning for a while. Tommy Lee Jones was shaking a real boxer during the shoot and had to resist the urge to laugh several times.
- #072
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The car used by Agents Kay and Jay (which Jay describes as a "Ford P. O. S.") is a 1987 Ford LTD Crown Victoria.
- #073
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When Kay takes Jay to the arrival and customs area, they encounter an alien father and son. The father is played by Debbie Lee Carrington, who dressed as mini Mimi Bobeck on The Drew Carey Show (1995), while the son is played by Verne Troyer, who played Mini-Me in Austin Powers: The Spy Who Shagged Me (1999).
- #074
Steven Spielberg hired David Koepp, his collaborator on Jurassic Park (1993) and The Lost World: Jurassic Park (1997), to rewrite the title uncredited.
- #075
The first makeup stage involved gluing Vincent D'Onofrio's eyelids shut as well as a neck appliance made of loose silicone gel. Baker explained: "The silicone gel was translucent and heavy and made nice, very fleshy folds. It also looked a bit like liver, which made it difficult to work with. We made the neck piece large so that it folded under the jawline like loose, sagging skin." Gelatin appliances designed by Kazuhiro Tsuji were placed on D'Onofrio's cheeks to hide where the eyes were pulled down. Other pieces were applied to the eyelids. Eyebrows and beard hairs were applied manually, and hair was hand-stapled to the head appliance. The makeup was completed with cloudy contact lenses, rotting tooth appliances and fillers placed in the mouth to distort its shape.
- #077
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The ship used to transport the Bug to Earth, which is later confiscated by the MIB, would reappear on the roof of the restaurant in Men in Black II.
- #078
Rick Baker had previously designed Tommy Lee Jones's Two-Face makeup for Batman Forever (1995).
- #079
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In one scene, there are two brief shots of the cat Orion with its name visible on its collar (belt) before the secret is revealed.
- #080
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Tony Shalhoub played Jack Jeebs in this film, in several episodes of Men in Black: The Series (1997) and in Men in Black II (2002).
- #081
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Mikey was created using a combination of a performer in a rubber suit and computer effects.
- #082
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Kay tells Jay about the 1968 Zeronya migration, and he probably was not even alive in 1968. Since Will Smith was born in 1968, this would be wrong in real life. However, in the film Jay's birth date is given as October 19, 1969.
- #083
The three-meter-tall translucent invertebrate called the "slug guy" was also an XFX creation using an unusual technique. "We wanted slug guy to be translucent," Johnson recalled: "So I convinced Rick to let me use a technique we'd started on Species involving the manipulation of plastic bags. It was developed by Bill Bryan. He built a rig he could sit on and motivated it just by moving his feet forward -- like sitting on a tricycle but not pedaling. A hand-held device controlled the head, and Bill could move it manually to make the slug guy sniff the ground or lift his head in different directions. The creature's tentacles were built on a positive-negative vacuum system, and as Bill accelerated forward they would expand and then contract. The tentacles were also attached to a wheel-based eccentric so that they rose and fell in a cyclical motion."
- #084
When the bug hits the ground it grabs Edgar and, wearing his skin, emerges from the crater. Achieving the desired effect required applying very heavy makeup to Vincent D'Onofrio. "I started out by learning how much abuse Vincent could take," Baker said. "He had incredibly loose skin that he could move everywhere -- which was great -- and he had no problem with us stretching it, pulling it and gluing it in weird places. We glued silk to his face -- just like you do in temporary face-lifts for actors and actresses so they look younger -- and ran the thread through a silicone blob to a handle he could use to pull his own skin."
- #085
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After killing the Arquillians in the restaurant, Edgar Bug leaves the restaurant and walks along the sidewalk. The camera returns to the cat in the restaurant, where we hear the cat's growl. The cat's growl is actually the sound effect of the "zombie" monster from the 1996 PC game Quake (1996).
- #086
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When K shows J the photographs from First Contact, he reacts to the picture of the random young man who greets the aliens with "Aww, you brought that tall man some flowers!" Though he does not realize it, the use of "you" is entirely correct -- the young man in that picture is K himself. Describing those present at First Contact, he gives a brief description of the others ("seven agents, one astronomer") but takes care to be specific about "one dumb kid who got lost on the wrong back road."
- #087
ILM was also tasked with enriching the headquarters scenes with digital creatures. Eric Brevig of the team explained: "After looking closely at the footage, it turned out something was missing from the scene. There was a need for aliens that couldn't be played by a mechanical creature or a person in a suit." The digital characters included a purple humanoid creature that greets Kay as he enters headquarters (obtained by modifying Mikey's digital model) and a four-legged monster with several eyestalks protruding from its body, as well as the worm guys. "Tony Hudson modeled two outrageously nonhuman characters," Brevig continues: "Mark Cho placed them, along with the worm guys, into this crowd of aliens and humans milling around headquarters."
- #088
The watch Jay wears in the film is a Hamilton Ventura, a style made famous by Elvis Presley in the film Blue Hawaii.
- #089
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The CGI versions of the towers at Flushing Meadows, Corona Park, where the finale takes place, differ significantly from the real buildings in order to turn them into convincing flying saucers. First, there are three structures of varying height, not two as shown in the film. Also, the shortest tower's saucer intersects with the tallest tower's struts, and the medium tower's saucer intersects with the largest tower's struts. Therefore, at the top of the tallest building there is really only one complete circle. Moreover, the saucer atop the tallest tower is twice as thick as the short tower's, not equal as shown in the film.
- #090
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The film's ending is a long shot in which the camera shows the planet Earth, pulls back to reveal Mars and the other planets, the solar system and finally the Milky Way, depicting it as a small game-noise feature of a giant alien being. The same idea was used in Contact (1997), released nine days later, but the scene was altered so that the movement continues, showing more galaxies, supergalaxies and finally the entire universe, closing on a passport photo of young Ellie Arroway (Jena Malone). In 2004, The Simpsons (1989) paid tribute to this scene by repeating it in the Couch Gag of The Ziff Who Came to Dinner (2004). In that film, after the entire universe is shown, galaxies turn into atoms, DNA strands and cells, and the camera finally emerges from Homer's head.
- #091
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While describing those present at First Contact, K takes care to mention "one poor kid who got lost on the wrong back road," implying that K is the poor kid and that this event marks his own MIB origin story.
- #092
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When Kay calls his old girlfriend, the satellite video feed lists the coordinates 44.41 degrees north and 70.0 degrees west. On the map, these coordinates are located in the small town of Readfield, Maine, about 90 meters east of Chimney Road and 600 meters north of where Chimney intersects Main Street in Kent's Hill. (And nowhere near Truro, Massachusetts, more than 260 miles away. The inconsistency can, however, be explained by the use of the alien coordinate system required by the "Tycho Treaty.").
- #093
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Barry Sonnenfeld (director) uses the same typeface in these credits that he used in Addams Family Values.
- #094
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Vincent D'Onofrio based Edgar's movements on Peter Sellers in Dr. Strangelove or: How I Learned to Stop Worrying and Love the Bomb (1964).
- #096
Bruce Campbell was to appear in a small role but dropped out to take a role in the television film Tornado! (1996).
- #097
The entire digital Bug sequence meant additional reshoots and an increase of about $4.5 million in the film's budget, but Barry Sonnenfeld was more than pleased with the final results. "In retrospect," he said, "we all agreed it was the best four and a half million dollars we spent, because suddenly -- action!"
- #098
The studio wanted Rowan Atkinson for the role of Edgar.
- #100
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Barry Sonnenfeld called the protective suits worn by the cleaners "condom suits."
- #101
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The appearance of a female with the initial L (Laurel Weaver/Agent L) fits with the main MiB agents (J, K and L).
- #102
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At one point in the film James jumps from a bridge onto a bus full of tourists. The bridge he jumps from is the same bridge on which Iron Man, Thor, Captain America, Hawkeye, Black Widow and the Hulk fight the Chitauri army in The Avengers (2012).
- #103
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The Bug uses Edgar's dead skin as a disguise, and as the film progresses it begins to rot like dead skin.
- #104
The fins emerging from Mikey's body were radio-controlled, and there were cable-operated extensions in the arms to allow dexterous movement, with the cable-controlled fingers puppeteered by the artist's own finger movements. For wider shots, acrobatic, poseable arms were also used. Detailed leg extensions allowed the creature to reach a height of about two meters.
- #106
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In the scene in Jeebs's store, among many period items such as a Lava Lamp, there is also a "Saucer" lamp made by the Eames Company from its Atomic Collection, dating from around the 1950s.
- #107
The head on a stick that completes the Mikey scene was a comedic element that Rick Baker initially found confusing. "Barry said he wanted Mikey's disguise to be crude," he said, "and I said, 'well, then why isn't the head crude? It should look more like a ventriloquist's dummy.' But Barry said: 'No, I want the head to look completely real but I just want a stick coming out from underneath.' And I kept arguing the logic of it. I said: 'Why don't we have, instead of a stick, a control rig with levers operated by this weird frog-like hand so we can see how the head is controlled?' 'No, no, no, I don't want that.' 'What if cables attached to the belt of the alien wearing it come out of its head and you can assume he controls it that way?' 'No, no, no - I want a stick with a head on it!' I just thought it was weird." "The head on a stick was built as a stunt version and radio-controlled version." "We puppeteered Mikey so that his mouth moves when he talks -- which looked really great," Baker recounted.
- #108
After Batman Forever (1995), Independence Day (1996) and The Lost World: Jurassic Park (1997), it was the fourth film in history to gross over 50 million dollars domestically in its opening weekend.
- #109
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On The Today Show (1952), Barry Sonnenfeld argued that some aliens smoke.
- #110
Rick Baker was one of the artists Steven Spielberg commissioned to design E.T. for E.T. the Extra-Terrestrial (1982). The job ultimately went to Carlo Ramboldi, but Baker eventually went on to work on another Spielberg production, Gremlins 2: The New Batch (1990). This marks their third collaboration together.
- #112
The upper half of the Bug is still alive after the explosion and makes one last attack attempt before being killed by Laurel. A practical slime explosion was filmed on the set behind the actors and then combined with the digital Bug and a digitally enhanced explosion.
- #113
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In the scene where K takes J to the arrivals and customs area, one of the aliens checking in is from the film Explorers (1985), and the "superball" from the "Great Attractor" can be seen screaming as it passes through this section.
- #114
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Tony Shalhoub plays the pawnshop owner Jeebs, one of the many aliens disguised as humans. In Mr. Monk and the UFO (2009), he plays a human whom some believe to be a human-looking alien.
- #115
Rosenberg turns out to be a mechanical human disguise housing a small, green humanoid alien called "Chucky" or "Mr." It was designed right after the classic depictions of grey aliens with gentle, large eyes and skulls. The idea of a small creature hidden inside a human-shaped vehicle came from the early elaboration of a key scene in the script draft. Setrakian said, "The Rosenberg alien came about as a result of a really interesting series of changes." "I was reading the script and there was a scene where Kay explains to Jay that there are aliens among us. They were sitting in a bar and he said, 'Hey, the bartender here is like Chucky, he could be an alien too.' The bartender lifts a piece of skin around his neck and you see some light coming out. That's how it was described in the script." Rick Baker and his team agreed that this sequence was too reversed and lacked impact. In addition, they noticed similarities with the 1985 film Cocoon, in which the true appearance of the aliens resembles glowing humanoids. Baker tasked team members Jim McPherson and Mark Setrakian with creating a new alien concept for the scene. "Rick said, 'This was done in Cocoon. Let's do something better.' He said, 'You two come up with something better for tomorrow morning.' We were going out to lunch. Mark and I talked about the alien over lunch and yes, the idea of an alien with foot pedals, levers and monitors was Mark's idea." Baker added: "The idea we came up with was this face that opens like a door and inside is a little green man working his levers; waving, pulling a lever and closing it back up. There would be little monitors inside so he could see [outside]." While Setrakian first designed this idea, the appearance of the little alien was hastily designed by McPherson. The design was developed in contrast to the scary designs made before Cinovation became involved in the project. "The look was my idea," explained McPherson. "I specifically made a grey or little green man type alien because I had seen tons of great scary alien designs made at the studio before Rick was hired; this annoyed Barry and I decided that with alien design I should be appealing rather than realistic and scary." The design was influenced by Whitley Strieber's first-person accounts of alien abduction. The idea caught Sonnenfeld's attention and was immediately approved. McPherson was therefore asked to make a test model in record time. The maquette depicted "this guy lifting his whole face off and revealing that his body is a robot and that a little alien sits in his head piloting it," said Setrakian. "The whole concept was just a breakthrough. It was something you could see for a moment, like this really great reveal, the hand-made fake head and then this little alien." McPherson added: "It was supposed to be turned into a so-called photo head and maybe even used for a video test; however, I was busy and I don't remember that happening. Rick told me to paint it red. Barry said that when he saw it he didn't like anything in that color." So Chucky's color scheme changed from red to greenish tones, a feature the final design would inherit. A test animatronic was later built.
- #117
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The film's climax takes place in Flushing Meadows, New York, where the 1964 World's Fair was held.
- #119
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Edgar's shotgun was a 12-gauge Winchester Model 1897.
- #120
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It is the only film in the series in which the villain/antagonist (the bug Edgar) works alone.
- #121
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At roughly the 4-minute mark, when K and D meet the border patrol officers in the desert, K identifies himself as "INS, Division 6." Division Six does not exist, of course, but INS stands for the Immigration and Naturalization Service, an agency created on June 10, 1933, to prevent the illegal entry of non-US citizens into the country. Ironically, it was abolished on March 1, 2003, six years after the film's premiere.
- #123
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"Over the Rainbow" was going to be used in the opening sequence, but it was decided against.
- #124
The small mollusk-like aliens that zip across the ground were designed by KNB EFX Group under the supervision of Greg Nicotero and Howard Berger. The creatures were nicknamed "scrubbing bubbles" because of their inspiration. "The design was based on the scrubbing bubbles from the old Dow bathroom cleaner commercials," Nicotero explains. "They looked like that. Bill Zahn made a fiberglass helmet and added a foam latex skirt that looked like little tentacles coming out of the bottom; that concealed the fact that they were mounted on radio-controlled cars built by Larry Odien. They basically drove around the set. The shells were painted tan brown with plenty of iridescent pink and blue, so when you looked at them your eye was always drawn to different colors."
- #125
During development the bar scene was cut — the worm guys were put in its place — but Chucky's design and concept were so well received that Sonnenfeld decided to use it for Mr. Gentle, who became Rosenberg in the final film. "They liked the idea so much that they cut the bar scene entirely and then wrote a completely different scene with the Rosenberg alien," Setrakian said, "one that had dialogue and turned into something that revealed one of the film's plot points." The alien and cockpit design were further developed by Huante after its new central role in the film. Sonnenfeld liked the first concept so much that he wanted the design to stay close to that configuration.
- #126
The film ends with a final pullback: the camera retreats from Earth past the Moon, the solar system, and then the Milky Way and the galaxy cluster it belongs to, revealing that our universe is contained in a marble used for a game by an unknown being. The galaxy player was modeled by Tony Hudson and given translucent green skin and flesh along with various internal components depicting its circulatory system and pulsing organs. The shot was designed by digital artist Derek Thompson at ILM and supervised by Scott Farrar with technical director Pat Meyers. Both Cinovation and ILM ultimately pooled their full arsenal of tools to successfully bring Men in Black's aliens to life. "We had some really smart people working on this series," Brevig said. "They were especially gifted at turning technical elements into meaningful visual images. Given creative freedom, their raw talent had the chance to come through fully on screen."
- #128
Men in Black marked Brad Abrell's first voice role in a feature film. He went on to voice a dog living in Oaky Oaks in Chicken Little (2005), Spog in Delgo (2008), and Frankenstein in later films of the Hotel Transylvania series, taking over from Kevin James.
- #130
It surpassed Batman (1989) as the highest-grossing comic book film and held the record until Spider-Man (2002) overtook it.
- #131
Several celebrities appear on the surveillance screen and are identified as disguised aliens: weatherman Al Roker, fashion designer Isaac Mizrahi, actor Danny DeVito, Men in Black director Barry Sonnenfeld and his daughter Chloe Sonnenfeld, singer Dionne Warwick, politician Newt Gingrich, motivational speaker Tony Robbins, and directors George Lucas, Steven Spielberg and Sylvester Stallone.
- #132
Tommy Lee Jones and Will Smith both played comic book characters in this film and continued to do so. Jones, who plays Agent Kay, had previously played Harvey Dent/Two-Face in Batman Forever (1995) and 14 years later played Colonel Chester Phillips in Captain America: The First Avenger. Smith, who plays Jay, went on to play Deadshot in Suicide Squad (2016), 19 years later.
- #133
Contains a major spoiler — show
The car in which Agent J hands over Reg's squid offspring is a 1977 Chrysler Town and Country station wagon.
- #135
Mikey's essentially humanoid design allowed Cinovation, after a few cosmetic adjustments to its proportions, to approach building the creature as a suit. "An entirely mechanical creature is incredibly difficult and time-consuming to build," Baker said. "It's also a bit limiting. So I suggested we change the design a little and put a person inside. Barry agreed. The only actor I knew who could wear a suit like Mikey was John Alexander, with whom I'd worked on Gorillas in the Mist and Greystoke. John is a wonderful actor and a really good guy. You can torture him and he won't complain."
- #136
Among the fine organic details were Mikey's unique eyes. "Because the eyes were on stalks," Baker said, "I thought it would be interesting to do an unusual blinking motion. It was basically like a foreskin. The skin slid over the eye to close it and then stretched back open." The suit's mechanical elements were designed by Rick Baker and his mechanical designer Jurgen Heimann. The detailed costume included a fully functional, cable-operated head capable of a wide range of movements, including blinking eyes, eye stalks, and antennae that could be extended from the mouth and ears. Two additional heads were also designed: a radio-controlled version and a lighter stunt head worn when the actor had to run.
- #139
Once the Bug model was finished and ready to be animated, there was still the problem of how to get a 15-meter monster out of a human-sized shell. Brevig said, "There are a lot of events in the story that are physically impossible. They read very well, but when you actually film them you have to resolve certain visual inconsistencies, like Edgar Bug's body emerging from Vincent D'Onofrio's. We spent a lot of time discussing the problem. We had to convince the audience that they were seeing things we weren't actually showing them — otherwise the impossibility of what we were presenting would immediately become apparent." Brevig and sequence supervisor Carl Frederick solved the problem by making appropriate use of cuts and close-ups. Brevig explained: "When Bug Edgar comes out of human Edgar," he explained, "we played some of it in very close-up, so you only saw a part of it opening. We did a slight push-in and then cut to Will and Tommy Lee's reactions. The rest of the shots consisted of close-ups of the different things emerging, along with a lot of slime and ooze developed by David Meny and more reactions from the guys. We cut it together enough that the audience could never judge it. The size difference meant it emerged like a bug coming out of Edgar's egg sac." The rest of the scene shows the full 15-meter Bug. While animating the Bug, the ILM team tried to mirror D'Onofrio's performance. Coleman explained: "I studied Vincent D'Onofrio, who played Edgar as a human, for all the animators, and then we tried to mirror certain tics and twitches. We tried to get emotion out of our creature, but since Edgar is a bug he had a hard shell: we couldn't get any expression from his face, so we had to dramatize his mounting anger through body poses."
- #141
The "Illegal Alien" revealed by Agent K to be the alien Mikey does not blink.
- #142
Will Smith and Linda Fiorentino are both from Philadelphia, Pennsylvania.
- #143
Contains a major spoiler — show
The winged insect that splatters on the van's windshield in the opening scene is a harbinger of the Bug Edgar.
- #144
Contains a major spoiler — show
According to the computer, Will Smith's character, James Darrel Edwards III, had the Social Security number 905-80-5406 when his identity was being erased.
- #145
Linda Fiorentino was quite familiar with Will Smith's work; she had watched Bad Boys (1995) seven times with her stepson.
- #146
Jaywalking is a crime in New York. After the Edgar alien escapes the morgue, we see an aerial shot of Will Smith's character weaving around cars in the street. He is jaywalking.
- #147
Contains a major spoiler — show
The Chief Medical Examiner's office, where the corpses in the morgue are examined. The office's exterior is the 69th Regiment Armory of the Veterans Association at 68 Lexington Avenue. The view is on the side stair entrance, on the East 26th Street side.
- #148
Contains a major spoiler — show
The closing lines of Men in Black suggest contacting Dennis Rodman, a starter for the Chicago Bulls, about tickets. The international version replaces Rodman, who is little known outside the United States, with Michael Jackson. Whether Bulls tickets would be sought is less certain; since Jackson was based in Los Angeles, Lakers or Dodgers tickets might have been more likely.
- #149
Contains a major spoiler — show
In the scene where Will Smith and Tommy Lee Jones sit in the car, the doors were sealed airtight. Smith farted, and the interior became completely unbearable for both of them. According to Barry Sonnenfeld, it was an unbearable atmosphere.
- #152
It surpassed The Fugitive (1993) as Tommy Lee Jones's highest-grossing film.
- #154
Originally the film's ending involved a philosophical debate between Jay and the Bug, and the plan was to use both animatronic and digital effects. As Baker recalled, designing the creature was an extensive process: "The script always referred to Edgar as a Bug. There were numerous bug references throughout. So, in the first pre-production design phase, we made many drawings that looked like bugs. But Barry Sonnenfeld and Steven Spielberg seemed to have something else in mind, and the creature turned into something definitely not bug-like. It became a mix-and-match kind of thing - legs from one drawing, a head from another, a head from another drawing, a head from another drawing. In the end they approved a design that didn't look like a bug at all, more like a reptile." The chosen design was an insect-like creature with a cobra-like hood and a cockroach-like head, skinny arms and legs, and a long, segmented abdomen ending in a wasp-like sting. Moto Hata built small-scale maquettes based on the concept art. Because the creature had to speak, Cinovation was tasked with creating an animatronic Bug that could effectively deliver the lines in the script. Baker recalled: "When Edgar Bug finally came out of Vincent D'Onofrio, there was a long dialogue he had to deliver with this ridiculous bug mouth, so we made two large mechanical bugs that talked. I kept saying, 'It's going to be so absurd when we hear a normal human voice coming out of this giant bug monster, but they said, 'No, no, he has to talk!'" Whatever Baker's concerns, construction of the animatronics began and took months to complete, from sculpting to mechanical assembly. The Bug was made by Moto Hata, Eddie Yang and Ryan Peterson; the sculpture was cyber-scanned to create the full-size image from milled foam; "Then we refined it by hand," said the artist, "We put a lot of work into Edgar Bug to get it ready in time. We built two extremely detailed, 15-foot versions that could perform all kinds of great movements." Rob Freitas, part of the team, also explained: "One of the animatronics was from nose to tail and walked; however, the facial mechanics and arm mechanics were minimized. Then there was a piece that Edgar did from the waist up. No tail or legs. That one moved really well." Both animatronics were mechanized by Mark Setrakian and his team. An additional head and devices were also made for the shot of the Bug's bodiless head hitting the windshield after the explosion. When the full animatronics were finished, Baker and his team encountered an unexpected result. Allegedly without their knowledge, the script had been rewritten in line with Sonnenfeld's concerns about the original ending. "Every week the script," Sonnenfeld recalled, "I was getting more and more nervous because I thought we were making an action-adventure comedy with very little adventure. I kept thinking the film didn't have an ending: you don't want your film's ending to be an argument between the Bug and Will Smith." So the film's exciting scene was turned into an action scene in which Jay tries to stop the Bug from reaching the other spaceship. The Cinovation team was unaware of the script changes in question. "When we arrived at Sony on the shooting day," Baker recalled, "we discovered they had rewritten the script. They now wanted the puppeteers to perform certain actions that were incompatible with the creature's mechanical and physical abilities. The tone of the film had also changed and Edgar's design no longer made sense. Unfortunately, the decision was made not to use it at all. They handed Edgar Bug over to ILM, which then went through a design and construction hell of its own." Baker was disappointed by this choice: "With the way they make films these days, they get a release date and constantly rewrite the script throughout the film's production process," he said. "Meanwhile, we started designing and creating our materials in pre-production because it takes so long to get it right. They rewrote the scene the night before we were going to shoot the scene with Edgar. At that point Barry told me, 'I don't think we're going to use this.' I was quite disappointed. But in the end I'm sure it was the right decision for the film."
- #155
Kay, wanting his gun back, taunts the creature into swallowing him alive, creating another physics-defying moment. "Edgar has just come out of a human-sized character," Brevig said, "and now he has to swallow another one alive without harming it. The secret to getting away with it was planning everything carefully so that the physically awkward moments were hidden in the cut." The sequence was filmed with appropriate angles that concealed the physical impossibility of the action. The Bug's interior consisted of silicone and latex filled with liquid.
- #156
The trailer was narrated by Hal Douglas.
- #158
Some of Bug's actions, such as the hard punch he gives Jay, were intentionally comical. "I kept wanting to do a punch because I thought it would be really funny for an alien to throw a similar kind of punch," Sonnenfeld said. At that point ILM insisted that Will's body should fall differently, so they wanted Edgar to push him instead. In the end, however, Sonnenfeld convinced the digital artists to proceed with his version. "Not only did they agree to do it, they did a great job," he continues. "It was a real joke that was never intended to be in the film."
- #159
Contains a major spoiler — show
At roughly 23 minutes in, the number on the pest control truck seen outside the barn is (914) WE-ZAP-EM, which would be (914) 939-2736.
- #162
It is the only film in the series to be released in the 20th century/second millennium.
- #164
Rip Torn was Sissy Spacek's first cousin. Tommy Lee Jones worked with him on Coal Miner's Daughter (1980), JFK (1991) and The Good Old Boys (1995). All three actors were born in Texas.
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