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About The Creatures
In addition to the return of MIB personnel Jay, Kay and Zed, some of the director's favorite aliens have been brought back for Men in Black II.

"One of the challenges of a sequel is to figure out what you have to bring back because the audiences loved it in the first movie," says Sonnenfeld. "Besides Tommy and Will, we brought back Jeebs the alien Pawnshop owner. We also brought back Frank the Pug - who's played by the same pug who played him in the first movie (Mushu). And we have the Worm Guys, who had a small role in the original, who now have a greatly expanded part in this one. I loved those guys because they were so politically incorrect; they smoked cigarettes, they took long work breaks and they were obnoxious. So, they're back."

The Worm Guys were sort of an afterthought in the original MIB - except they were actually thought up before anyone knew what to do with them.

"Barry was finishing ‘Get Shorty' and we were in the design phase of the movie (MIB)," recalls Rick Baker. "I had a crew and they had very little to do because we were waiting on approvals for our other designs, so I said, ‘Let's make something that's really skinny that we can do a little rock puppet thing with.' So, we sculpted them without any input from Barry or Steven Spielberg or Walter Parkes or Laurie MacDonald who were all very involved in the process of approving the other creatures, and put them on a shelf.

"As they were working on the script, there was a scene in which they needed to introduce the idea that there was a coffee room at MIB headquarters and Barry said, ‘We need some aliens in there. What can we do?' I was a little hesitant because he hadn't been involved in their development process but I told him about these Worm Guys and, it turned out, he loved them."

While old favorites have found their way into more prominent positions in MIBII, some important new creatures have been added in starring roles, as well. Serleena's Siamese-twin sidekick, played by Johnny Knoxville, is one of the most important of these. His was also among the most challenging portrayals to put on screen.

"Johnny plays both heads which at the time we conceived it seemed like a brilliant idea for both Johnny and I to play with," says Sonnenfeld of the actor with whom he'd recently worked in Big Trouble. "In retrospect, it was a nightmare because you can only shoot one head at a time. So, weeks after one performance, you'd have to edit it and then shoot the other head on blue screen. He'd have to play off his other head but he couldn't look at the monitor because it would create a reflection back onto the blue screen.

Charlie is kind of a horrible, mean little man and Scrad is sort of an innocent. But Johnny's been a wonderful guy to work with no matter which head he's playing."

The filmmakers consulted with Baker on the menagerie of alien creatures who appear in MIBII. In addition to the Worm Guys, Baker's animatronic creations include: Flap Jack, Split Guy, Squid Guy, One Eye Guy and Robo Squid.

Besides creating Jeebs from actor Tony Shalhoub and the convicted ozone thief Jarra out of actor John Alexander, Baker's makeup designs - along with costume designer

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