Men in Black II

2002 science fiction film directed by Barry Sonnenfeld

Men in Black II is a 2002 sci-fi action comedy film in which Agent Jay is sent to find Agent Kay and restore his memory after the re-appearance of a case from Kay's past. The film is a sequel to the 1997 film, Men in Black.

Directed by Barry Sonnenfeld and written by Lowell Cunningham and Robert Gordon.
We Got a World to Save.taglines

Agent K

  • I never worked in a funeral home. Somethin’ I can do for you, Slick?
  • Get a mop, and escort all civilian personnel from this site immediately. [After coffee has been spilt at the post office.]

Agent J

  • Jeff, excuse my partner. He's new and he's... [Jeff attacks T]...kinda stupid.
  • [to Jeff] Sweet dreams, big boy!
  • Transit Authority, people! We need to move to the forward car, there's a bug in the electrical system. [passengers ignore him] Yo! People! We got a bug in the electrical system!
  • [J has just saved a whole subway of passengers from being eaten alive by Jeff, the giant worm-like alien, who chewed off about 98% of the subway train before retreating]
    [Neuralizes subway passengers] The City of New York would like to thank you for participating in our drill. Had this been an actual emergency, y'all woulda been eaten. 'Cause you don't listen. You're ignorant. How a man gon' come bashin' thru a subway when — That's the problem with all y'all New Yorkers. "Oh, we seen it all." [feigning fear] "Oh, no! A 600 ft. worm! Save us, Mr. Black Man!" And I come in, I ask ya nice, move to the next car! Y'all just sit there like...[Neuralizes subway passengers again, regains his composure] Thank you for participating in our drill. Hopefully you enjoyed our new, smaller, more energy-efficient subway cars. Watch your step, you all have a nice evening. [walks off, neuralizing Capt. Bridgewater in the process]
  • [after Frank the Pug suggests the "good cop, bad cop thing"] How about we do the good cop, dumb dog thing, and you just shut up?
  • Jeff, I am so not in the mood for you! Get back in the subway! Right now!
  • I will lay the smack-down on your candy ass! (In homage to The Rock)
  • Yeah, every Saturday night you'd be like, "Flush me J., Flush me." and I'd be like, "Naw."
  • [After the Worms accidentally shut down the MIB headquarters upon him and K taking it back] WORMS!!
  • [After neuralizing Newton and Hailey] Okay, first, get some contact lenses, ‘cause joints look like they can pick up cable. Second, take her to Cambodia. Get her a lobster dinner. Pay more than a dollar. Third, the second y'all get back from Cambodia... move your bum ass out of your mom's house. Boy, you like forty years old.
  • [After K calls for him to leave, to Newton and Hailey] Oh, and there ain't no such thing as aliens or Men in Black.
  • [after seeing the Grand Central Station Locker Creatures’ ”large adult entertainment section”] That's just nasty.


  • Silly little planet. I could rule the place with the right set of mammary glands.
  • Prisoners of MIB. The scum of the universe. Well, now it's the scum's turn.
  • So feisty.
  • Here's the deal. I lose, you lose. I win, everything keeps spinning.
  • Oh, yummy. Someone I need to eat.


  • An hour ago, a man I've known my whole life vanished in front of my eyes because of a woman with things coming out of her fingers and a two-headed guy with the IQ of a cannoli. So yeah, everything's okay.
  • When we're kids, before we're taught how to think, or what to believe, our hearts tell us there is something else out there. I know what I saw. You tell me what I'm supposed to believe.


  • Peter Graves: Although no one has ever been able to prove their existence, a quasi-government agency known as the Men in Black supposedly carries out secret operations here on earth in order to keep us safe from aliens throughout the galaxies. Here is one of their stories that "never happened" from one of their files that "doesn’t exist".
  • Frank the Pug: (upon seeing Ben's skin only) Hey, J, zero percent body fat! (Homage to Lara Flynn Boyle.)
  • Worms: Once you've had worm, that’s what you'll yearn!
  • Grand Central Station Locker Creatures: K is back! The light keeper! All hail K! All hail K! Oh, K, can you see by the dawn's early light...
  • Jeebs: (head is growing back after J shot it off) Oh, great, right in the pie-hole! Now nuttin’s gonna taste right!
  • MIB Guard: [after J and K come to stop Serleena, he's reading a tabloid that says "Satan Escapes from Hell."] It's about time you guys got here. That pretty lady in there is causin’ all kinds-a-hell.


Frank: [singing "I Will Survive"] "... and I learned to get along, and so you're back from outer space, I just walked in to find you here with that sad look upon your face, I should have changed that stupid lock, I should have made you leave your key, if I had known for just one second you'd be back to bother me, go on, now go, walk out the door..."
Agent J: Frank! Bring your head in this window before I roll it up in there.
Frank: [Sits further away from the window] Got it! [Starts humming the melody, looking anxiously out the window]
Agent J: FRANK!

MIB Customs Agent: Any fruit or vegetables?
Serleena: [motioning towards Scrad] Yeah, two heads of cabbage.

Zed: How'd it go?
Michael Jackson: Drolacks are gone and the treaty is signed.
Zed: Good work.
Michael Jackson: Zed? What about that position you promised me in Men in Black?
Zed: Still working on the Alien Affirmative Action Program, I'll keep you posted.
Michael Jackson: Wait a minute, that's not what you promised me!
Zed: You're– you're breaking up!
Michael Jackson: Zed? Hello? I could be Agent M!
[Zed hangs up on him]

Agent J: Wait, what are you doing?
Agent K: I always did the driving.
Agent J: Oh, no.
Agent K: I remember that.
Agent J: No, what you remember is that you used to drive that old busted jawn (referring to the Crown Victoria). See, I drive the new hotness (referring to the Mercedes). [points at Kay] Old and busted. [points at himself] New hotness. [K looks at J for a second, then J hands the keys over] Old, busted hotness.

[about the driver-shaped airbag]
Agent K: Does that come standard?
Agent J: Actually it came wit a black dude, but he kept gettin’ pulled over.
(Note: Will Smith improvised this line, which the producers liked so much they added it to the theatrical trailer)

[after finding the arsenal in K's old apartment, J neuralizes the family living there]
Agent K: You did not see a room full of shiny weapons. You did not see four alien nightcrawlers. You will cherish and love each other for the rest of your lives.
Agent J: Which could be the next 27 or 28 minutes, so y’all should get to lovin’ and cherishin’. Oh, and she can stay up late as she want and have cookies and candy and cake and junk and stuff.

Agent J: [J is hiding Laura at the Worms' place] Here's my communicator, in case you need it.
Worms: [Laura kisses Jay] Whooooh! Nice move.
Agent J: Okay. Uh... just... watch out for Neeble.
Laura: Which one's Neeble?
Agent J: Um... err... which one o' y'all's Neeble?
Neeble: [in the hot tub] Yo, mama!
Mannix: Oy, Neeble.
Agent J: Ah, there ya go. And... uh... don't fall asleep.
[Jay exits]
Worms: Twister!

[after K turns on the auto pilot during the chase...]
Agent K: It is not automatic piloting.
Agent J: He doesn't work when we're in hyperspeed.
Agent K: I could really use a steering wheel!
Agent J: We don't have no damn steering wheel! This is what we got! [turns off auto pilot] Didn't your mother ever give you a Gameboy?
Agent K: What is a Gameboy?!?

Agent K: When you get sad, it always seems to rain.
Laura: Lots of people get sad when it rains.
Agent K: It rains because you're sad, baby.

Laura: It's not fair.
Agent J: [Sad smile] Never is.

Agent K: Kid?
Agent J: Yeah.
Agent K: Thanks for bringin’ me back.
Agent J: No problem.
[about Laura being Princess Lauranna's daughter]
Agent J: Why didn't you tell me?
Agent K: Would you have let her go?
[they blast Serleena out of the sky with their space guns as she tries to attach herself to Laura's escape pod]
Agent J: So what's it like on the outside? Not doin’ this every day?
Agent K: It's nice. Sleep late on the weekends. Watch the Weather Channel. I did miss this city.
Agent J: So Laura is Princess Lauranna's daughter. [turns to K] Did y'all...?
Agent K: MIB's a mess. Let's go, kid.
Agent J: Let's go? Thousands of people in New York and New Jersey just saw our little event. Plan needs to be thought out. Plan needs to be cool.
[K puts on his sunglasses]
Agent J: What you...?
[as he puts on his sunglasses, K activates a giant neuralyzer in the torch of the Statue of Liberty using his watch]
Agent K: Kid, I'll get you trained yet.
Agent J: I want one of those.

Agent K: You're standing between me and my memories, pal. Now you have this deneuralyzer thing or not?
Jeebs: Mmm, no. Fresh out. [J and K stare at him, clearly not believing a word Jeebs is saying] Can't help ya. [They continue staring] Don't got it... [J and K continue to stare. Jeebs cracks] Even if I did... If it doesn't work, K dies, you blow my head off! If it does work, I brought back K who, just for the fun of it, blows my head off! So, what's my incentive? [J points his gun at Jeebs' head] [weak laugh] Okay, homey, I keep it downstairs next to the snowblowers.
[K smiles, satisfied]

Serleena: [holding Ben, disguised as a pizzeria owner, hostage; Laura is hiding in the kitchen witnessing this] Two slices of pepperoni, and any information you might have about the Light of Zartha.
Ben: Please, whoever you are, don’t hurt me!
Serleena: Where’s the Light, Ben?
Ben: I don't know what you're talking about. Please let me down, ma'am!
[A noise goes off in the kitchen. Serleena uses her head to direct Scrad and Charlie towards it.]
Serleena: There. Noise. Kitchen!
Scrad: Oh!
[walks into the kitchen]
Serleena: You idiots see anything?
Scrad: Wind blew the door open.
[Charlie comes out of his backpack]
Charlie: Nothin' out of the ordinary!
Serleena: [To Ben] For 25 years, I've been traveling the universe, looking for it. But it never left Earth, did it Ben? You kept it here!
Ben: What are you talking about?
Serleena: I'm running out of time! Where's the Light of Zartha?
Ben: I swear, I don't know what you're-
Serleena: Listen Zarthan, you know where the Light is, and I will find it. Once we have the Light, Zartha will be ours.
Ben: [in alien voice] You're too late. Tomorrow at midnight, the Light will leave the third planet and be back home. Sorry you made the trip for nothing.
[Serleena growls, her finger becomes one of her tentacles, whips Ben with it, his insides vaporize, and only his skin falls to the floor. Scrad and Charlie look down at it.]
Charlie: Got nothin’ out of him! Now we don't know if it's here or not!
Serleena: He said "third planet." It's here, you idiot.
Scrad: [whispering] 3rd Rock from the Sun.
Charlie: I never got that until now!
Serleena: It's on Earth, and I know who's gonna tell me where it is.

Newton: [to J and K] Gentlemen...before I roll the tape, there's just one question I need to ask; what's up with anal probing? I mean, aliens travel hundreds of universes just to check out our-
Agent J: [annoyed] Boy, move!

Agent J: [walks up to K, who is now the postmaster of Truro, Massachusetts at a post office; K’s name tag reads ”Kevin Brown”] Kevin. Heh. Wow. Kevin. That's funny. You don't have a ”Kevin”... You don't remember me, but we used to work together.
Agent K: I never worked in a funeral home. Somethin’ I can do for you, Slick?
Agent J: Okay. Straight to the point. [whispers in a serious voice] You are a former agent of a top-secret organization that monitors extraterrestrials on Earth. We're the Men in Black. We have a situation, and we need your help.
Agent K: There's a free mental health clinic at the corner of Lilac and East Valley. Next!
Elizabeth: Excuse me.
Agent J: Hey.
Elizabeth: 20 Rugrats stamps, please.
Agent K: Elizabeth. The United States Postal Service hasn't quite kept up with today's youth, but I can offer you some Berlin airlift stamps.
Elizabeth: [shakes her head] No.
Agent K: Opera legends?
Elizabeth: [shakes her head] No.
Agent K: American Samoa?
Elizabeth: [shakes her head] No.
Agent K: Amish quilts?
Elizabeth: No.
Agent J: [moves Elizabeth over] I'm sorry, sweetie. Got a world to save here. [turns back to K] There was no coma. It was all a cover.
Agent K: Who are you?
Agent J: The question is, who are you?
Agent K: I'm the postmaster of Truro, Massachusetts, and I'm ordering you to leave these premises.

[Mannix lands in the control room.]
Mannix: Shut down power, shut down power. Buttons, buttons. I'm guessing, uh- yeah. [Presses the button which turns off all the power in MIB]
Agent J: [Annoyed] Worms!
Mannix: Sorry.

[at MIB as Agents K and J prepare to fight Serleena]
Agent K: You ready, kid?
Agent J: Kid? You know, while you were away lickin’ stamps, I saved the world from a Kreelon invasion.
Agent K: The Kreelons are the Backstreet Boys of the universe. What'd they do, throw snowballs at you?
[Agent J cocks his gun]
Agent K: You know what you're doin’?
Agent J: Yup. I'm about to attack one of the most feared aliens...with four worms and a mailman. [Aims the gun at the doors] Let's make it hot.
Agent K: No, no, wait, wait...
[Agent J fires a blast at MIB HQ and they all get sucked in due to the pressurization]
Agent K: A code 101 lockdown!
Agent J: I know, I know! The building gets pressurized. Nothin’ in, nothin’ out. I knew that.
Agent K: Yeah, you knew that. Front and center, worms!
Worm: You got it.
[Hot dogs from the cart blow in due to the pressurization with the umbrella blocking the hole Agent J made and litter the floor]
MIB Guard: [brushing off a hot dog that landed on him; reading a tabloid that says "Satan Escapes from Hell."] It's about time you guys got here. That pretty lady in there is causin’ all kinds-a-hell.

(last lines)
Agent J: Why'd you put them rats in my locker, man?
Agent K: I thought it'd put things in perspective for you.
Agent J: No, Kay, that's actually kinda sad, man. Really, we need to let them outta there. I mean, they need to know the world is bigger than that.
Agent K: [sighs] Still a rookie. [opens a door, showing that humans live in a locker and there are many more giant aliens outside the door]
Frank: Whoa.

About Men in Black II

  • On that second film, we sort of forgot a few things. The second film, I think, tried a little too hard for “comedy,” and also the first and third films have very strong villains. The second film, although Johnny Knoxville and Lara Flynn Boyle are funny, they’re not really quite strong enough to make your heroes be heroic. I think we learned our lessons and went back tonally to the first film.


  • We Got a World to Save
  • Same Planet. New Scum.
  • Coming to Rid Your Earth of the Scum of the Universe... Again!
  • This Summer, They're Back in Black.
  • This Summer, They're Back in Business. They're Back in Action. They're Back in Black.
  • Time to put on the last suit you'll ever wear...again...
  • Back in Black.



See also

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