Men in Black III (2012)

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Lore & Background

The film's premise was first proposed to director Barry Sonnenfeld by Will Smith during the filming of Men in Black II in 2002, with Smith suggesting that his character Agent J travel back in time to save his partner Agent K while at the same time exploring Agent K's backstory. In 2012, alien criminal Boris the Animal escapes from a maximum-security prison on the Moon to take revenge on Men in Black (MIB) Agent K, who shot off his arm and arrested him in 1969. Boris obtains a time machine from Jeffrey Price, the son of a fellow prisoner named Obadiah Price, and travels back in time to July 16, 1969, to kill K, altering history. The film introduces Griffin, an Archanan with clairvoyant abilities who can view all possible outcomes and escaped to Earth after the Boglodites destroyed his planet. Griffin gives the ArcNet, an interplanetary shield, to K and J, and they deduce the device must be attached to the Apollo 11 rocket to send it into Earth's orbit. Special effects artist Rick Baker created the practical aliens and prosthetic makeup for the film, using the time travel plot device as a reason to design 'retro' looking aliens reminiscent of science fiction B movies of the era.

In Their Own Story

In 2012, alien criminal Boris the Animal escapes from a maximum-security prison on the Moon to take revenge on Men in Black (MIB) Agent K, who shot off his arm and arrested him in 1969. He eventually confronts K and his partner Agent J, telling the former that he is 'already dead' before leaving. Boris obtains a time machine from Jeffrey Price and travels back in time to July 16, 1969, to kill K, altering history. Though J retains his memories, he briefly suffers from strange side effects, which Agent O identifies as signs that the space-time continuum was fractured before Earth is threatened by a Boglodite invasion. J seeks out Jeffrey, obtains his own time machine, and travels back in time to stop Boris. However, he is arrested by a young K, who almost neuralyzes him until J convinces him of his mission. Following a series of clues, the pair reach the Factory, where undercover MIB agent Andy Warhol directs them to an Archanan named Griffin. As the present-day Boris arrives in the past and convinces his younger self to join forces with him, Griffin gives the ArcNet to K and J. After deducing the device must be attached to the Apollo 11 rocket, J reluctantly reveals K's impending death. The trio use jetpacks to reach Cape Canaveral, where they defeat the Borises before K attaches the ArcNet. Present-day Boris falls into the launchpad's flame trench and is incinerated by the rocket's exhaust while the ArcNet is successfully deployed. K learns the colonel's son, James, was nearby and reluctantly neuralyzes him. Witnessing the events from afar, J realizes the colonel was his father. Returning to a restored 2012, J reconciles with K.

Reader's Guide

In this third chapter, Agent J faces his greatest threat when Boris the Animal escapes custody to alter history. J travels back in time to July 16, 1969, to stop Boris from killing K. Pursuing Boris through time, J arrives in the past and is arrested by a young K, who almost neuralyzes him until J convinces him of his mission. The narrative explores K's backstory, revealing that in 1969, K deployed the ArcNet, an interplanetary shield that prevented the now-extinct Boglodites from invading Earth. J and young K follow clues to the Factory, where undercover MIB agent Andy Warhol directs them to Griffin, an Archanan with clairvoyant abilities. Griffin gives the ArcNet to K and J, and they deduce the device must be attached to the Apollo 11 rocket to send it into Earth's orbit. With Griffin revealing that only K can successfully attach the device, K encourages J to take the risk. The trio use jetpacks to reach Cape Canaveral, where they defeat the Borises before K attaches the ArcNet. Present-day Boris falls into the launchpad's flame trench and is incinerated by the rocket's exhaust while the ArcNet is successfully deployed. K learns the colonel's son, James, was nearby and reluctantly neuralyzes him. Witnessing the events from afar, J realizes the colonel was his father and his younger self's presence kept him from forgetting K. Returning to a restored 2012, J reconciles with K while un-aged Griffin tells the viewers 'this is [his] new favorite moment in human history.'

Did You Know?

• The film's premise was first proposed to director Barry Sonnenfeld by Will Smith during the filming of Men in Black II in 2002.
• With a production budget of $215 million, it is one of the most expensive films ever made.
• The film grossed $654.2 million worldwide, becoming the highest grossing film in the franchise, unadjusted for inflation.
• Special effects artist Rick Baker designed 'retro' looking aliens for the 1969 segments, reminiscent of science fiction B movies of the era.
• Filming was split into two parts, first occurring between November and December 2010, and restarting between April and June 2011.