'Men in Black 3' Director Barry Sonnenfeld Talks Will Smith & Big Heads

Will Smith and Tommy Lee Jones will reprise their roles as Agent J and Agent K, respectively, when director Barry Sonnenfeld’s Men in Black 3 opens in theaters this weekend. The seed of the idea for the film was planted a decade ago when Smith had a eureka moment one rainy evening on the set of Men in Black 2, and told Sonnenfeld that for number three he wanted to see J travel back in time.

The director wryly advised that they finish the one they were making and then worry about what came next. With the passage of the ensuing years, the idea developed until Smith, Sonnenfeld and team Men in Black felt it was time to return to the world of aliens, secret agents and Ray Ban™ sunglasses.

Men in Black 3 finds J 15-years into his work as an agent of the organization, and no closer to a real intimate understanding of who his partner K is as a man. When a ruthless alien named Boris the animal (Jemaine Clement) travels back to 1969 to alter the course of history, J must follow suit (yep) and confront young K (Josh Brolin) to discover what made him the reserved man and agent he has come to know.

In thinking about how best to bring the franchise back to life, Sonnenfeld initially wondered whether or not he would need to do some educating to reintroduce audiences to the world and the characters:

“On the one hand it’s been a very long time and on the other hand the ‘Men in Black’ franchise lives on television like daily, so there are people who weren’t born when we were doing the second one, let alone the first one, who’ve probably seen it dozens of times. So I think we have a new audience as well as the older one. It wasn’t my decision to go ahead with it, it was the studios decision, but I think it’s the right time.”

barry sonnenfeld men black 3 ending reboot

When Sonnenfeld was hired to helm the film, he spent several months with Smith, screenwriter Etan Cohen and the producers, reworking and tightening up the script that was in place:

“I love the idea because it allowed us to freshen up everything and to have time travel as the big idea so to that extent it was exciting. What made me concerned was that the franchise has always been about Agent J and Agent K. It’s very much a two-hander. It’s Will and Tommy’s movie. So I was concerned that if we failed and the audience missed Tommy or we miscast young Agent K that we would be in trouble. The solution was that Tommy Lee Jones is in the first third of the movie and sets up his character and their relationship. And then as soon as I read the screenplay I felt that Josh Bolin should play the role of young Tommy Lee Jones. I’d met Josh a couple of times and thought he was brilliant in ‘W’ where he played George W. Bush. Also, both Tommy Lee Jones and Josh Brolin have incredibly physically enormous heads . And that’s what makes actors successful, the size of their heads. Will is one of the exceptions, although his ego makes it seem like he has a large head."

Will Smith and Josh Brolin in Men in Black 3

“If you look at pictures of Tommy Lee Jones in his mid-twenties he has this striking resemblance to Josh, actually. The first words I ever said to Josh when I met him were, ‘I cannot wait to see your head in 3D.’ And he agreed to do the movie. And we’re very lucky because his performance is fantastic.”

Indeed, the film virtually rests on the strength of Brolin’s performance.

In addition to the seismic shift that the time travel created in the story, Sonnenfeld wanted to ensure that the film would be a familiar and yet new experience for audiences:

“We had to lose some of our favorite characters because we didn’t want to go back to the well repeatedly. So that meant that there’s in effect no Frank the pug - he’s in one shot. There’s no Tony Shalhoub who played Jeebs, who’s a character we love, but we didn’t bring him back. We didn’t bring back Rip Torn who played Zed - there’s a new leader of Men in Black. Because we just felt that we used some of those characters too much in the second movie, that we used Frank the pug too much, and that we didn’t want the movie to feel stale. We wanted it to feel new and fresh.”

Josh Brolin as a young 'K' in 'Men in Black 3'

“And then in terms of the aesthetics of the movie, what was a lot of fun was designing a new Men in Black headquarters both for 2012 and for 1969. The challenge was that we felt that the Men in Black taste doesn’t really change much. That’s why they still wear the black suits and the white shirts and the black tie. My feeling was that the Men in Black would say, ‘Really, you’re telling me that cuffs are out this year? How about this: there are aliens on our planet.’ So what we did was create 1969 Men in Black that’s very similar but has more color and is a little bit designed on the Johnson Wax building that Frank Lloyd Wright designed. And the other thing was in terms of technology: my feeling is that what’s really improved over the last forty years, is the size of batteries. So I asked the prop guys to build everything from the ‘60s too big. So Josh Brolin’s cell phone is huge and the first neurolizer you see is larger than an MRI machine and even when Brolin has his portable nuerolizer, he has to have a separate battery pack for it.”

“Then, Rick Baker - who designs the aliens - designed both different aliens for the present and then had the brilliant idea of having retro aliens in ’69 , the idea being that their technology was different 40-years ago. So some of the aliens are wearing breathing helmets and really look retro. The final thing we did to freshen it up was the presentation of the movie in 3D, which was exciting to me and something I suggested we do. I really enjoy the additions the 3D gives in terms of our comedy, and also just visually in terms of things like Will Smith’s time-jump and those sorts of things.”

(Watch our video interview with Oscar-winning Men in Black 3 make-up artist, Rick Baker.)

With all of the efforts that have gone into revitalizing the franchise, the natural question is whether audiences can expect Men in Black to move forward with a fourth film. Of course that decision will rest on the success of the third, and Sonnenfeld has vowed to continue on with his life and “let Sony figure out what they want to do.” Though the director does say that he feels there is room for a Men in Black 4 - jokingly adding that he’s let Smith know that if they do another installment, it will need to be with the megastar's son, Jaden, who is quickly growing a fan base of his own.

No word on what the story for the 4th film would be, however. At least not yet.

Barry Sonnenfeld directs a cast that includes Will Smith, Tommy Lee Jones and Josh Brolin.

Men in Black III opens  in 2D, 3D, and IMAX 3D theaters around the U.S. on May 25th, 2012.

Follow me on twitter @JrothC

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