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Men in Black II (2002)

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• 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 the family. Lara Flynn Boyle was then cast in her place.
  
  
• 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.
  
  
• 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.
  
  

• The locker which Agents J. and K. are led to has the number C18. That number also appears on a locker in Get Shorty (1995), also directed by Barry Sonnenfeld.
  
  
• You can see Edgar the Bug's flying saucer (from the first film) on top of the roof of the restaurant where J takes Laura for a piece of pie.
  
  
• 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".
  
  
• Cameo des Regisseurs: [Barry Sonnenfeld] The husband in the family watching TV when Jay, Kay and the Worm Dudes walk in to collect some guns.
  
  
• Cameos include: Tommy Lee Jones' daughter (as the daughter in K's old apartment) and Will Smith's sons (the two boys who look up as J and K fly overhead).
  
  
• Gastrolle: [Rick Baker] Alien makeup effects master Rick Baker appears in the MIB Headquarters at the Alien Registration counter, his trademark hair gives him away.
  
  
• The little girl at the post office who wants to buy Rugrats stamps is Chloe Sonnenfeld, daughter of director Barry Sonnenfeld.
  
  
• Gastrolle: [John Andrew Berton Jr.] Film's Special Effects supervisor appears as the split alien guy at the mail post.
  
  
• The hotel where the worms were staying was the Hotel Earle from Barton Fink (1991).
  
  
• When J and K go to the Worms' apartment, they are speaking Huttesse to each other. Huttesse is the language of the hutts from the Star Wars films.
  
  
• 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.
  
  
• 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.
  
  
• When Agent J first "kills" Serleena and after a quick cut, Serleena grows back and says, "Feed Me." This is a reference to the musical Little Shop of Horrors (1986).
  
  
• 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)
  
  
  
• Jay's line on the "driver airbag" ("Actually it came with a black dude, but he kept getting pulled over.") was not written in the script as Will Smith improvised it at the time. The producers liked it so much it even made the theatrical trailer. The Director however was not happy, it was played over and over in the month of June prior to the films release, making the joke old and tired by the time people saw it in the movie.
  
  
• In the final battle versus Serleena, J says, "I'm 'bout to lay the smackdown on your candy ass." This phrase was coined by 'The Rock (I)' when he was a full-time professional wrestler.
  
  
• The extra head attached to Johnny Knoxville's character is called a 'symbiote,' and was first developed in the Men In Black animated series. It is the only development of the animated series to be carried over into the movies.
  
  
• When Charlie faints at the MIB HQ you can see Martha Stewert on the big screen TV.
  
  
• The Worm Guys speak a similar language as Watto in StarWars (Episode I); Huttese. They say "Boota da nolia" and "Coona tee-tocky malia?" (What took you so long?) when Jay enters their room with Laura. Steven Spielberg always put these kind of easter-eggs in his movies as a tribute to George Lucas, and vice versa.
  
  
• The video store J and K visit has several Oliver Stone sections, and a large Oliver Stone cardboard figure near the check-out counter.
  
  

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