Five years after the retirement of Agent K (Jones) from MIB, the secret New York City-based agency that monitors and regulates extraterrestrials residing on Earth, Agent J (Smith)—K's former partner and hand-picked replacement—is called to investigate the murder of an alien, Ben (Jack Kehler), at his pizzeria. The waitress, Laura Vasquez (Rosario Dawson), tells him that the murderers were Serleena (Lara Flynn Boyle), a shapeshifting plant-like Kylothian who has taken the form of a lingerie model, and her two-headed servant Scrad (Johnny Knoxville). Laura says they were looking for something called the Light of Zartha. J is strongly attracted to Laura, and in violation of MIB rules, does not neuralyze her to erase her memories of the aliens—and of him.
J finds that little is known about the Light of Zartha, except that it is immensely powerful. As he investigates the crime, every lead points to his mentor, Agent K—who was neuralyzed when he retired, and remembers nothing of his MIB service. In Truro, Massachusetts, where K is now the town's postmaster, J explains this, and convinces him by proving that all of his fellow postal workers are aliens. Back in New York City, Serleena and Scrad launch an attack on MIB headquarters before K's neuralyzation can be reversed; fortunately, Jack Jeebs (Tony Shalhoub) has an illegal deneuralyzer in his basement. K regains his memories, but it's not enough: Years before, he neuralyzed himself, specifically to erase what he knew of the Light of Zartha, and those memories have not returned—but as a precaution, he left himself a series of clues.
At the pizzeria, they find a locker key. J hides Laura, who fears for her safety, with the worm aliens from the first movie. The key opens a locker in Grand Central Station where a society of tiny aliens, who worship K as their deity, guard their most sacred relics: K's wristwatch and video store membership card. K recovers both, to the aliens' horror, but J gives them his watch as a replacement, and becomes their new deity. At the video store, as J and K watch a fictionalized story of the Light of Zartha, K remembers: The Zarthan Queen Laurana long ago entrusted MIB with safeguarding the Light from her nemesis, Serleena, who followed Laurana to Earth and killed her. After hiding the Light, K neuralyzed himself to ensure that he would never reveal its hiding place. K still cannot remember where he hid it, nor what the Light actually looks like; he does remember that it must return to Zartha soon, or both Earth and Zartha will be destroyed.
At the worms' apartment, they find that Laura has been kidnapped by Serleena, who believes that Laura's bracelet is the Light. J, K, and the worms counterattack MIB headquarters, freeing Laura and the other agents. Serleena attempts to retaliate but is eaten by Jeff, a gigantic worm alien living in the subway.
Laura's bracelet leads J and K to the roof of a skyscraper where a ship stands ready to transport the Light back to Zartha. At last, they realize why it rains whenever Laura is sad: she is the daughter of Laurana—and is herself the Light. K convinces J and Laura that she must go to Zartha, to save both her planet and Earth from destruction. Serleena, who has assimilated Jeff and taken his form, attempts to snatch the ship carrying Laura as it lifts off, but J and K blast her out of the sky. Since all of New York City has just witnessed this battle in the skies over the metropolis, K activates a giant neuralyzer in the torch of the Statue of Liberty.
Back at headquarters, K and MIB Chief Zed (Rip Torn), hoping to cheer up a heartbroken J, have relocated the tiny locker-dwelling aliens who worship him to his MIB locker. When J suggests showing the miniature creatures that their universe is bigger than a locker, K shows J that the human universe is itself a locker within an immense alien train station.Tommy Lee Jones as Kevin Brown / Agent K
Will Smith as James Darrell Edwards III / Agent J
Rip Torn as Chief Zed
Lara Flynn Boyle as Serleena
Johnny Knoxville as Scrad
Knoxville also portrays Charlie
Rosario Dawson as Laura Vasquez
Tony Shalhoub as Jack Jeebs
Patrick Warburton as Agent T
Jack Kehler as Ben
David Cross as Newton
Colombe Jacobsen as Hailey
John Alexander as Jarra
Michael Jackson as Agent M (cameo)
Martha Stewart as Herself (cameo)
Peter Graves as Himself
Paige Brooks as Princess Lauranna
Nick Cannon as MIB Autopsy Agent
Biz Markie as alien beatboxer in post office
Stephen Merchant as Postal Sorting Alien
Tim Blaney as Frank the Pug
Brad Abrell as Worm Guy
Greg Ballora as Worm Guy
Thom Fountain as Worm Guy
Carl J. Johnson as Worm Guy
Richard Pearson as Gordy
Despite some initial involvement from David Koepp (who left to work on Spider-Man), the script was written by Robert Gordon and later revised by Barry Fanaro (who added pop culture references, something which Gordon had deliberately avoided). Sonnenfeld took issue with the producers' focus on the love story between Will Smith's and Rosario Dawson's characters, saying that "I learned on Wild Wild West that audiences didn't want to see Will as the straight man. And until Tommy comes back into the movie, by definition Will's the straight man." Fanaro condensed the first part of the film and brought Agent K in earlier.
Principal Photography began June 11, 2001 and ended on September 23, 2001. The climax of the story was originally filmed against a backdrop of the twin towers of the original World Trade Center; but after the September 11 attacks, the climactic scene was refilmed. Other scenes incorporating views of the twin towers likewise had to be edited, or reshot.
Supervising sound editor Skip Lievsay used a Synclavier to recreate and improve the original recording of the neuralyzer sound effect from the first film (which was the sound of a strobe flash as it recycles) by removing some distortion. For some of the scenes with the Serleena creature, the sound crew "took tree branches, put them inside a rubber membrane and pushed that around and added some water." For the special effects scene where the subway train is attacked by Jeff the Worm, a specially designed vise was used to crush a subway car and make it look as if it had been bitten in half.
The motion picture soundtrack to Men In Black II was released on June 25, 2002 by Columbia Records.
Men in Black II received a 39% rating on Rotten Tomatoes based on 193 reviews, and a Metacritic score of 49 based on reviews from 37 critics.
A. O. Scott of The New York Times said that, "Within the trivial, ingratiating scope of its ambition, though, the sequel is pleasant enough," and, noting the huge array of aliens designed by Rick Baker, said that the film "really belongs to Mr. Baker." A review in The Hindu called the film "worth viewing once." Another review from Digital Media FX magazine praised the spaceships as looking very realistic, but criticized many of the simpler visual effects such as the moving backgrounds composited behind the car windows using blue-screen (which it called a throwback to the special effects of earlier decades). In August 2002, Entertainment Weekly placed the Worm Guys among their list of the best CG characters, and said that the enlarged roles of both Frank the Pug and the Worm Guys in Men in Black II was beneficial for the "tiring franchise". The film earned a Razzie Award nomination for Lara Flynn Boyle as Worst Supporting Actress.
Released theatrically on July 3, 2002, Men in Black II was number one on its opening weekend with revenue of $52,148,751. The film held the number one position in its second week with revenue of $24,410,311, a 53.2% decrease from the previous week. The third week saw a 40.4% decrease with the revenue of $14,552,335, coming in at number three.
After the first month the film remained at fourth place, with revenue of $8,477,202. Men in Black II fell out of the top ten after six weeks. After sixty-two days of release in North America, Men in Black II grossed $190,418,803. 43.1% of the film's worldwide revenue of $441,818,803 came from North America.