On July 16, 1969, Agent K (Tommy Lee Jones) apprehended the intergalactic criminal Boris the Animal (Jemaine Clement) at Cape Canaveral in Florida before setting up the ArcNet shield, which protected Earth from an invasion by Boris' species and rendered them extinct. Over 40 years later, Boris escapes from the Lunar Max prison facility on the Moon and arrives on Earth, intent on taking revenge on K - who took away his left arm during his arrest. After investigating a spaceship crash in New York City, K deduces that Boris has sprung out of prison, and he regrets not having killed him back in 1969.
The next day, Agent J (Will Smith) notices that K is no longer in his apartment. He arrives at MIB headquarters to discover that K has been dead for over 40 years. Agent O (Emma Thompson) , the new Chief after Agent Z's passing, deduces that there has been a fracture in the space-time continuum based on J's insatiable craving for chocolate milk to ameliorate his headaches. J comes to the conclusion that Boris acquired a time-jump device and traveled back to 1969 to kill K, resulting in an inevitable invasion of Earth due to the absence of the ArcNet. J goes to Obadiah Prince (Lanny Flaherty) , a black market dealer who sold Boris the time-jump device, and acquires one of his own. As the time-jump device needs a certain amount of velocity to activate, J must jump off the Chrysler Building to make the time-travel. He travels to July 15, 1969 - one day before the incident involving Boris and Agent K.
Upon arriving at the timeline, J travels to Coney Island, knowing that Boris will be committing a murder based on the database records he accessed beforehand. However, a younger K (Josh Brolin) arrests him and has him placed in a larger, more primitive Neuralyzer. At the very last second, J convinces K to stop the process when he reveals the truth of his mission. They eventually work together and follow Boris' trail. Their clues lead them to a prescient alien named Griffin (Michael Stuhlbarg) , who is in possession of the ArcNet. Being able to look into multiple future outcomes and scenarios, he warns the two agents of Boris' impending arrival and hurriedly leaves the venue.
Based on the clues left for them, the Agents locate Griffin, who gives them the shield that has to be placed onto the Apollo 11 lunar rocket launch occurring in less than six hours. Upon arriving at Cape Canaveral, the two agents and Griffin are quickly arrested by military police. The Colonel (Mike Colter) in the scene, however, allows the two agents to carry on their mission after Griffin uses his precognitive power to show them what great men they are.
J and K arrive at the launch pad, but are confronted separately by both 1969 and modern-day incarnations of Boris. Modern-day Boris impales J with his spikes before they both fall off the pad; however, J uses the time-jump to travel back to the beginning of the fight and avoid the spikes before pushing the criminal off the pad into the fiery exhaust gases of the rocket. Meanwhile, as K battles the younger Boris, he ruptures a fueling hose, causing it to spray liquid nitrogen on 1969 Boris' left arm and shatter it. K then successfully plants the ArcNet on the rocket, which deploys after reaching the Earth's atmosphere. The Colonel congratulates K, who in turn invites him to join the agency. However, 1969 Boris emerges from the blast chamber and kills the Colonel before he changes into his true alien form only to be disintegrated by K within seconds. A young boy, who is revealed to be a young J (Cayen Martin), arrives at the launch site looking for his father, but is slowly coaxed away from the gruesome truth by K while old J looks on in sadness. K neuralyzes young J, telling him that his father was a hero and a great man, then walks with him along the beach holding his hand.
J returns to the present day, where he meets up with his partner at the usual diner. There, he shows K his father's pocket watch. The senior agent, in return, tells him it was an honor to have met him that fateful day. As they leave the diner, Griffin - who is a few seats away, tells the viewer that all is well with the world, except for an inevitable asteroid impact on Earth because K forgot to leave a tip. But when K returns to leave his tip, the asteroid collides with a satellite, thus avoiding the catastrophe.
Directed by Barry Sonnenfeld
Produced by Walter F. Parkes
Laurie MacDonald
Written by Etan Cohen
Based on The Men in Black by
Lowell Cunningham
Starring Will Smith
Tommy Lee Jones
Josh Brolin
Jemaine Clement
Michael Stuhlbarg
Emma Thompson
Music by Danny Elfman
Cinematography Bill Pope
Editing by Don Zimmerman
Studio Amblin Entertainment
Parkes + MacDonald Imagenation
Hemisphere Media Capital
Distributed by Columbia Pictures
Release date(s)
May 23, 2012 (France)
(3-D)
May 25, 2012 (United States)
Running time 106 minutes
Country United States
Language English
Budget $215 million