Men in Black II

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Men in Black II is a 2002 sci-fi action comedy film starring Tommy Lee Jones and Will Smith. The film is a sequel to the 1997 film, Men in Black.

Directed by Barry Sonnenfeld and written by Lowell Cunningham and Robert Gordon.

Agent K[edit]

  • I never worked in a funeral home. Something 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[edit]

  • Jeff, excuse my partner. He's new and he's... [Jeff attacks T]...kinda stupid.
  • 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 a half 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 win– That's the problem with all y'all New Yorkers. "Oh, we seen it all." "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, gets official once more] Thank you for participating in our drill. Hopefully you enjoyed our new, smaller, more energy-efficient subway cars. Watch your step, you all will have a nice evening. [walks off, neuralizing Capt. Lawrence Bridgewater, MTA 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 shutdown the MIB headquarters upon him and K taking it back] WORMS!!
  • [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 a dead man's skin only) Hey, J, zero percent body fat! (Homage to Lara Flynn Boyle.)

Worms: Once you've had worm, it's what you'll yearn!

Michael Jackson: I could be Agent M!

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 nothing's gonna taste right!

Doorman: [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 causing all kinds of 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 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: The door-locks 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 can be Agent M!

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. See, I drive... the new hotness. [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 with a black dude, but he kept getting 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 love and cherish each other for the rest of your lives.
Agent J: Which could be the next 27, 28 minutes, so y’all should get to the lovin’ and cherishin’. Oh, and she can stay up late as she wants and can have cookies, candy, and cakes and junk and stuff.

Agent J: [J is hiding Laura at the Worms' place] Here's my communicator. You'll be safe here.
Worms: [Laura kisses Jay] Whooooh!
Agent J: Uh... just... watch out for Neeble.
Laura: Which one's Neeble?
Agent J: Um... err... which one o' y'all's Neeble?
Neeble: Yo, mama! I'm Neeble.
Agent J: Ah, there ya go. And... uh... don't fall asleep.
[Jay exits]
Worms: Twister!

[after K turned 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 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 J: So Laura is Princess Laurana's daughter. [turns to K] Did y'all...?
Agent K: MIB's a mess. Let's go.

(last lines)
Agent J: Kay, we gotta take them out. Show them there's more life than that locker.
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.

Kevin Brown / 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 you. [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! Sooo, what's MY incentive? [J points his gun at Jeebs' head] [weak laugh] Okay, homey, I keep it right downstairs next to the snowblower.
[K smiles, satisfied]

Serleena: [holding Ben Zarthan disguised as a pizzeria owner hostage] 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: [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 nothing 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: Boy, move!

Agent J: [walks up to K, who is now the postmaster of Turro, 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. Something 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: No.
Agent K: Opera legends?
Elizabeth: No.
Agent K: American Samoa?
Elizabeth: 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 Turro, 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.

About Men in Black II[edit]

  • 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.


Tommy Lee Jones – Agent K/Kevin Brown
Will Smith – Agent J
Rip Torn – Zed
Lara Flynn Boyle – Serleena
Johnny Knoxville – Scrad
Rosario Dawson – Laura
Tony Shalhoub – Jack Jeebs
Patrick Warburton – Agent T
Jack Kehler – Ben
David Cross – Newton
Colombe Jacobsen – Hailey
Michael Jackson – Himself
Peter Graves – Himself
Biz Markie – Beatboxing Alien
Nick Cannon – MIB Autopsy Agent
Jay Johnston – Younger Pizza Parlor MIB Agent
Drew Massey – Worm Boy (uncredited)
Kevin Grevioux – Pineal Eye
Martha Stewart – Herself (cameo)
Tim Blaney – Frank the Pug (voice)
Greg Ballora – Sleeble
Carl J. Johnson – Gleeble
Thom Fountain – Neeble
Brad Abrell – Mannix
Richard Pearson – Gordy

See Also[edit]

External links[edit]

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