>> / Men in Black

/ Men in Black

: / Men in Black.

/ Men in Black

EXT. ROAD -- TEXAS/MEXICO BORDER -- NIGHT A million stars wink in the night desert sky. Down here on earth, an insect, one of those big, beautiful, multicolored four-winged jobs, glides effortlessly on the breeze, wafting along through the crisp Texas air.

The insect dips, it banks, it does loop-the-loops -- and then SPLATS unceremoniously against the windshield of a white van that's tearing down the road.


The DRIVER of the van, a fifty-year-old American, turns on the wipers, smearing the remains all over.

DRIVER Goddamn bugs.

He squirts some wiper fluid onto the glass, which clears it up a bit, but now he sees something worse up ahead. It's a grouping of headlights, eight of them, all pointed at him, sealing off the road.

He bites his lip and calls over his shoulder, to the back of the van. He speaks in Spanish, which is subtitled.

DRIVER (CONT'D) Deja me hablar. (Let me do the talking.)


The van slows to a stop in front of the parked cars, all government-issue four doors with "INS" stenciled on the sides. Seven or eight INS AGENTS stand in front of the cars imposingly. Their apparent leader steps forward and comes to the window.

The DRIVER rolls it down. AGENT JANUS, blonde-haired, blue-eyed, also government issue, looks at him and sighs.

AGENT JANUS Well. Nick the Dick. What a surprise. Where you comin' from?

DRIVER I was fishing in Cuernavaca.

AGENT JANUS Sure you were. What do you say we have a look at your catch?


the Agents fling open the rear doors, revealing a DOZEN FRIGHTENED MEXICANS, hopeful immigrants without official permission. Agent Janus looks at the Driver, who's now held by two other Agents, and shakes his head.

AGENT JANUS Me, I woulda thrown 'em back. (to the passengers, in Spanish) Vamanos. Fuera. Hagan una lina! (Let's go. Out. Form a line!)

They pile out of the van. Some are parents with small children.

AGENT JANUS (CONT'D) What do you get, Nick? Hundred bucks a head? Two hundred? I hope you saved it all for your lawyer, pal, 'cause you're gonna need --

He stops in the middle of his sentence, as another car is approaching, fast, its engine WHINING as it barrels down the road toward them. Several Agents pull their weapons.

The new car pulls a hard right, goes off the road, spins around the INS cars, and SQUEALS to a sideways halt, silhouetted in front of their headlights. It's a boxy, black 1986 Ford LTD.

TWO MEN get out, dressed in plain black suits, crisp white shirts, simple black ties, shiny black shoes. KAY, fiftyish, is the apotheosis of world-weary; his partner, DEE, mid-sixties, is just weary. They approach the INS agents.

KAY We'll take it from here.

AGENT JANUS Who the hell are you?

Kay and Dee flash some form of ID.

KAY INS Division 6.

AGENT JANUS Division 6? I never heard of Division 6.

KAY Really?

Kay and Dee move past him and approach the row of nervous immigrants.

KAY (CONT'D) What're we thinking, Dee?

DEE Tough call, Kay.

He walks down the row, studying the faces, greeting each one cheerily in Spanish.

KAY !Oye! Que pasa, coma estas? Hey! (What's up, how are you?) No se preocupe, abuela. Bienvenida a los Estados Unidos. (Don't worry grandma. Welcome to the United States.) (next) A donde vas? San Antonio? Buscando trabajo, no? Buena suerta. (Where are you going? San Antonio? Looking for work, aren't you? Good luck.) (next) Es un placer verle aqui. (It's a pleasure seeing you here.)

One by one, their faces relax, reassured by Kay's calm demeanor. When he reaches the fifth Guy, he keeps the same cheery tone, but:

KAY (CONT'D) Que dices si te rompo la cara? (What do you say if I break your face?)

The Guy smiles and nods. Kay stops. His own smile broadens and he drops a hand on the Guy's shoulder.

KAY (CONT'D) No hablas ni una palabra del Espanol, verdad, amigo? (You don't speak a word of Spanish, right, friend?)

Again, the Guy smiles and nods. Kay looks back at Dee.

KAY (CONT'D) We got a winner. (to the others) Los restos estan libres a irse. Largense! (The rest of you are free to go. Scram!)


KAY Tomen el camion, y vayeuse. (Get on the road and go.)

AGENT JANUS Sir, you can't just --

KAY Don't "Sir" me! You have no idea who you're dealing with!

Silence on the road. The Driver grins, jumps back in the front seat of the van. The others pile into the rear and they tear out of there.

KAY (CONT'D) (to Janus) We're gonna have a little chat with our friend here. You boys can hit the road ... and keep on protecting us from dangerous aliens.

Kay and Dee escort their captive across the road and over a small rise, leaving the stunned INS agents standing alone in the roadway.

AGENT JANUS You ever heard of Division 6?

2ND INS AGENT There is no Division 6.

3RD INS AGENT Who are those guys?


Kay and Dee lead their captive into a clearing in the desert brush. Dee pulls an enormous handgun from a shoulder holster and stays a pace or two off, covering him. Kay has an arm draped around the man's shoulders.

KAY I think you jumped off the bus in the wrong part of town, amigo. In fact, I'll bet dollars to pesos that you're not --

He pulls out a small laser device, which he ZIPS neatly down the front of the man's clothes.

KAY (CONT'D) -- from anywhere near here.

The man's clothes fall to the ground, revealing what he really is underneath -- A SCALY SPACE BASTARD, about four-and-a-half feet tall, with a snouth, snail-like tentacles, and independently moving eyes on stalks at the top of his head.

The only part of his camouflage not crumpled to the ground is the humanesque "head," which he still lamely holds in one of his hands. It's propped up by a stick, like a puppet, and it continues to make expressions as he holds it.

KAY (CONT'D) Mikey?! When did they let you out of jail?

MIKEY replies -- an unfathomable combination of GRUNTS, SQUEAKS, and saliva.

KAY (CONT'D) Political refugee. Right.

DEE You know how many treaty articles you've just violated?

Mikey makes a lame SQUEAK.

KAY One, my ass. Try seven.

DEE From unauthorized immigration to failure to properly inoculate prior to landing.

KAY (off Mikey's objections) Okay, that's enough. Hand me your head and put up your arms.

From behind Mikey, they hear a terrified GASP.

Kay and Dee both look over quickly. One of the alien's eyes, on a tall stalk, whips around too. All three of them see AGENT JANUS, standing just over the rise, staring in frozen amazement.

KAY (CONT'D) Ah, shit.

Agent Janus SCREAMS. Mikey rips free of the rest of the "Mexican" disguise, knocks Dee out of the way, and takes off straight at Janus, SCREECHING a horrible Space Bastard screech. Janus freezes, terrified.

KAY (CONT'D) Dee! Shoot him!

Dee struggles to roll over and change the controls on his gun, which fell out of his hand as he hit the ground.

KAY (CONT'D) Dee, for Christ's --

Mikey keeps moving, covering the last few yards to Janus quickly. He steps on a rock, launches himself into the air, his dripping jaws cranked wide open --

-- there is a SIZZLING sound, a brilliant white flash --

-- and Mikey ERUPTS in a geyser of blue goo that splatters all over the ground, the trees, and Agent Janus' face. Behind where Mikey was, Kay stands, smoking weapon in hand.


On the road, the INS AGENTS pull their guns and run toward the rise.


Kay has an arm around Janus, whom he is leading further into the clearing. Janus is white, shaking, eyes like silver dollars.

AGENT JANUS Th -- th -- th --

KAY (helping) "That."

AGENT JANUS That wasn't -- wasn't -- wasn't --

KAY Human, I know. Oops. Got some entrails on you.

He takes out a handkerchief and wipes off the Agent's face. As he does, Janus looks back to where Mikey blew up. Then at Kay. And then up at the stars.

The other INS Agents burst over the rise, SHOUTING questions.

KAY Okay, everybody, situation's under control, calm down. If you'll just give me your attention for a moment I'll tell you what happened.

From over the rise, car engines WHINE in the distance and headlights start to flash around them. Kay reaches into his pocket and pulls out a tubular metallic device the size of a pocket recorder. He checks his watch, figures in his head, then dials an electronic counter on the side of the device up to "08."

KAY (CONT'D) This is called a "neuralyzer." A gift from some friends from out of town. The red eye here isolates and measures the electronic impulses in your brain. More specifically, the ones for memory.

Behind him, six more MEN IN BLACK, all wearing black suits and sunglasses, come over the hill. Kay barks a few orders to them.

KAY (CONT'D) Gimme a splay burn on the perimeter, please; holes at 40, 60, and 80.

2ND INS AGENT What in the hell is going on?!

KAY Exactly the right question. And the answer lies right -- here. Pay attention.

JANUS Who are you, really?

KAY Really? I'm just a figment of your imagination.

He holds up the neuralyzer. The Agents peer closely at it. Kay reaches into his pocket, puts on his own black sunglasses --

-- and pushes a button on the side of the neuralyzer. A BLINDING FLASH a tenth of a second long sears the Agents' eyeballs. They stare blankly.

KAY (CONT'D) God, we're a gullible breed.

Behind him, TONGUES OF FIRE blast from a flame thrower held by one of the Men in Black. Kay looks back at the INS Agents, who are just coming around, as if awakening from a concussion.

KAY (CONT'D) I mean it, fellas, you are lucky to be alive after a blast like that.

The Agents look around, confused.

AGENT JANUS What -- blast?

Kay gestures behind him, where the Men in Black are now using fire extinguishers to douse the flames they themselves started.

KAY Underground gas vein, genius. You guys need to exercise more caution before discharging your firearms.

He jabs a finger into Janus' chest.

KAY (CONT'D) Especially you.

Dee has moved away from them all and is sitting on a rock, staring up at the night sky, his sunglasses dangling idly from one hand. Kay steps away from the group and finds him. He sits down next to him.

DEE I'm sorry. About...back there.

KAY Happens.

DEE Didn't used to.

He holds up his hands, which tremble with age.

DEE (CONT'D) The spirit's willing, Kay, but the rest of me...

He looks up, at the million stars shining overhead.

DEE (CONT'D) They're beautiful, aren't they?

KAY What?

DEE The stars. We never just -- look. Anymore. (back to Kay) I'll tell ya, Kay. I will miss the chase.

Kay pulls his neuralyzer from his pocket and looks down at it.

KAY No. You won't.


A shot of the clock on the Station's stately southern exposure. WE PAN DOWN TO...

A pair of feet running. They belong to a man we will know as the PERPETRATOR. As we track with him, he SPEEDS UP and OUT OF FRAME.

A new set of feet come into frame. These belong to JAMES EDWARDS, a NYC COP in undercover street clothes. In the BACKGROUND, about ten feet behind, are two other cops, trying to keep up.

Edwards is a lot faster, though. He pulls out his badge that hangs from a chain under his shirt.


He continues running, out of frame, and we stay on one of the other COPS, overweight, who gives up the chase and drops to his knees, heaving air.

COP All yours, Edwards!

The Cop fumbles in his pocket for a pack of cigarettes.


As they run down the bridge that traverses Park Avenue in the low Forties. The Perp veers to the left and, seemingly oblivious to the fact that it's a thirty-foot drop, he hurdles the guard rail, and drops to Forty-first Street below.

EDWARDS is surprised by this maneuver, but doesn't waste a second. He, too, hurdles the guard rail and lands on...


A DOUBLE-DECKER BUS, one of those cheesy sightseers that hold up midtown traffic. The bus, of course, is completely filled with JAPANESE TOURISTS, and it seems like every single one of them has a video camera.

EDWARDS pushes through the crowd...

EDWARDS Grand Central Station off to your left, folks...

With the bus still moving, he scrambles down the circular stairs and runs out through the side door.

He spots the Perp, sailing east on Forty-first Street.

EDWARDS Dammit, man, you're making me sweat up my gear!

Edwards spots one of those New York Post delivery trucks, the kind with the open back door, rumbling by. He runs and jumps into the back.


THE PERP, meanwhile, is running at top speed, when Edwards glides into frame, leaning off the back of the truck.

EDWARDS Yo, man, your luck just ran out.

He leaps from the back of the moving truck and tackles the Perp.

The Perp, now straddled by Edwards, is terrified.

PERP He's coming! He's coming!

EDWARDS And when he gets here, I'll kick his ass too.

Edwards is about to slap the cuffs on him, when the Perp blinks. Nothing unusual about that, but then another set of translucent, milky white eyelids, underneath his regular eyelids, blinks also.

Edwards is thrown for a moment, which is all the time the Perp needs to pull out...

His WEAPON, which is the strangest looking gun you've ever seen. Reacting quickly, Edwards bats it out of the Perp's hand.

THE WEAPON smashes into the stone wall surrounding Central Park and SHATTERS into a million pieces.

EDWARDS What the...

WHOMP! The Perp kicks him in the nuts, then scrambles to his feet and takes off again. Edwards staggers after him, in pain.

The Perp leaps over a moving car, towards the GUGGENHEIM MUSEUM. Edwards tries to follow, but a bus pulls in front of him. After it passes, the Perp is gone.


Edwards runs over to the Museum, leans over the wall that surrounds it, and in the next instant...

The Perp flies past him, having leapt from twenty feet down to the top of the Guggenheim. He scrambles up and over the ledge.

Edward reacts. He runs to the front door of the Museum, shoots it open and runs inside.

He runs from the rotunda up the grand ramp of the Guggenheim.


On the roof, the PERP reaches the top, climbs over the edge, and CRUNCHES to the gravel surface. He leaps to his feet and races over to a door. It's locked.

He tugs on another. It's locked too. He pulls on a third. It swings open --

-- revealing EDWARDS on the other side, breathing hard. He aims his weapon at the Perp.


The Perp SCREAMS inhumanly and panics. He backpedals, toward the edge of the roof.

PERP He's coming! He's coming because I failed, and now he'll kill me too!


PERP You don't understand. Your world is gonna end.

But the Perp has backed right into the edge of the roof, and now he starts to fall over. The Perp blinks.

EDWARDS What are you?!

The Perp looks down. He decides.

-- and he falls, SCREAMING, to his death.



EDWARDS sits on one side of the table, a POLICE INSPECTOR and a UNIFORMED SERGEANT (the one who gave up the chase and lit a cigarette earlier), sit across from him.

INSPECTOR Perpetrator then blinked two sets of eyelids. You mean blinked with both eyes?

EDWARDS No, sir. He blinked once with one set, then again with another completely different set.

SERGEANT Sort of a low beam, high beam.

INSPECTOR Was that before or after he drew the weapon which you claim evaporated into a million pieces?

EDWARDS After, sir.

INSPECTOR And why do you suppose none of the other officers saw either of these two events?

EDWARDS 'Cause some of the other officers are a little soggy in the midsection. And they couldn't keep up, sir.

SERGEANT Hey, Edwards, if you were half the man I am --

EDWARDS What do you mean? I am half the man you are.

SERGEANT What the hell is your problem?

EDWARDS My problem is you being all up in my damn face all the time.

SERGEANT I think he threw him off the roof. Ten minutes -- your best shot.

INSPECTOR (cutting off the Sergeant) Sergeant. I want to talk to you outside. Now.

EDWARDS You need ten minutes on a Stairmaster, you pudgy bastard.


A woman sneaks into the room. DOCTOR LAUREL WEAVER, thirtyish, dark-haired, dark-eyed, general aura of darkness around her, stands above him. Laurel looks like she was just dragged out of bed (which she was) and saw a spaceman (which she did). She looks over her shoulder once, then whispers to him.

LAUREL Laurel Weaver. Deputy Medical Examiner. I believe you. I opened him up. Find me at the morgue. On 26th. I'll tell you what I found.

EDWARDS Hey...Wait a minute. Wait a minute.

LAUREL (turning at the door) You have really pretty eyes.

She hurries to turn the corner, but is STOPPED by someone who remains just offscreen.

VOICE (O.S.) Dr. Weaver, from the coroner's office? Working on the John Doe?

Edwards twists in his chair, to get a better look. All he sees is Laurel, facing whoever it is in the hallway.

LAUREL Yes. That's right.

VOICE (O.S.) Would you look right here, please.

The Someone says something else and Laurel steps forward, now also out of Edwards's line of vision.

LAUREL (O.S.) Look where?

Edwards stretches even further in his seat, when there is a blinding FLASH from the corridor. Really curious now, he starts to get up --

-- when KAY steps into the room and closes the door behind him. Edwards rolls his eyes.

KAY Some night, huh?

EDWARDS Oh, yeah, some night.

He crosses to the door.

KAY They were gills.

Edwards stops.

KAY Not eyelids.

EDWARDS Who are you?

KAY Did he say anything to you?

EDWARDS (scoffing) Yeah, sure. He said the world was coming to an end.

KAY Did he say when?

EDWARDS You're kidding, right?

KAY Would you recognize his weapon if you saw it again?

EDWARDS Absolutely.

KAY Let's take a ride.

EDWARDS Wait a minute. I got a ton of paperwork.

KAY It's all done.

At that point, the INSPECTOR sticks his head in, smiles and gives Edwards the thumbs up.

INSPECTOR Good work, Edwards.

Edwards looks at the Inspector, then at Kay. As they leave.

KAY You ran that guy down on foot? That's tough. That's double tough.



In a plain, boxy Ford, Kay drives, silent. He raises his hand and nods to a black MIB truck coming in the opposite direction.Edwards, in the passenger seat, is still in his undercover outfit.

EDWARDS So who you with?

Kay says nothing.

EDWARDS (CONT'D) You got the plain clothes, the government-issued wheels. Secret Service? CIA?

Kay remains utterly silent.

EDWARDS (CONT'D) (referring to the car) Yeah, well, whoever it is, you're short on funding.

KAY Nothing is what it seems, kid.

EDWARDS Oh, yeah, my bad '86 Ford LTD. That's a luxury ride. C'mon, who ya with?

Kay pulls the car to a stop.

KAY I'm part of a secret organization that monitors and polices alien activity on earth.

Kay opens the door and gets out of the car. Edwards follows.


Edwards looks around. Sees they're standing in front of a PAWN SHOP.

EDWARDS This is where we're going?

They get out of the car.

EDWARDS (CONT'D) Jack Jeebs? Guy buys from chain snatchers. Doesn't even sell guns.

KAY Really?

EDWARDS All right, you think it's worth shaking him up, fine. I'll do my thing. Then I want some answers.

KAY Do your "thing," kid. Edwards goes inside.


JACK JEEBS is the sleazy, sarcastic proprietor of the Pawn Shop. He's not easily intimidated.

JEEBS Officer Edwards. Oh, hey, geez, how'd these get here? I thought I turned 'em in to the proper authorities.

He casually brushes some Rolexes off the counter.

EDWARDS Way I hear it, Jeebs, you into something a little hotter than some stolen Rolexes.

JEEBS Sure -- I'm a big crack dealer now. I just work here because I love the hours.

This pisses Edwards off. He grabs Jeebs by the collar.

EDWARDS (getting angry) I'm talking about guns, Jeebs. High-tech stuff.

JEEBS C'mon, Edwards, whatcha see is what I got.

KAY (O.S.) Why don't you show him the imports, Jeebs.

At the sound of Kay's voice, Jeebs suddenly pales, a look of fear coming over his face.

JEEBS H-hiya Kay, how are you?

KAY The imports, Jeebs. Now.

JEEBS You know I got outta that business a long time ago, Kay.

KAY Why do you lie to me? I hate it when you lie.

He pulls his own gun and aims it at Jeebs' forehead.

JEEBS Whoa, whoa, Kay, hold on a minute here...

KAY I'm going to count to three.

Edwards, seeing that Kay is getting somewhere, joins in the routine.

EDWARDS He'll do it, Jeebs.

KAY One.

EDWARDS I've seen him do it.

KAY Two.

EDWARDS Talk to me, Jeebs, he's crazy when he's like this.

JEEBS He's always crazy. (to Kay) Take a cruise. Get a massage --

KAY Three.

KA-BOOM! Kay blows Jeebs' head off and Jeebs' body collapses to the floor. Edwards is shocked.

Edwards pulls his own weapon and points it at Kay's head.

EDWARDS Put down the gun and put your hands on the counter!

KAY I warned him.

EDWARDS Drop the weapon!

KAY You warned him.

EDWARDS You are under arrest. You have the right to remain silent.

KAY Will you relax?

JEEBS (O.S.) (irritated) Don't do that.

Edwards whirls around to see Jeebs' BODY, growing another head. Only takes four or five seconds. Kay calmly shoves his gun up against Jeebs' baby-soft new cheek.

JEEBS (CONT'D) Do you know how much that hurts?

KAY Show us what you got, Jeebs. Or I'll use up another one.

Jeebs, panicked, hits a button on the underside of the counter, which promptly flips over, revealing yet another dusty shelf, piled high with junk --

-- but this is all alien junk. Weapons, mostly, bizarre, otherworldly weapons of all shapes and sizes.

KAY Edwards?

Edwards, still dazed by Jeebs' regrown head, glances down at all the weapons.

EDWARDS Uh, this. This is what I saw.

Kay looks at Jeebs, pissed off.

KAY You sold a carbonizer with implosion capacity to an unlicensed cephlapoid.

JEEBS He looked all right to me.

KAY A carbonizer is an assassin's weapon, Jeebs. Who was the target?

JEEBS I don't know.

Kay raises the weapon again, threatening.

KAY Jeebs!

JEEBS I don't know!

Kay lowers his gun, gestures to the shelf full of weapons.

KAY This is all confiscated. All of it. I want you on the next transport off this rock. Or I'll shoot you where it doesn't grow back.

Jeebs nods, point taken. Kay leaves.

EDWARDS Yeah. I'll be by tomorrow for those Rolexes.

Shaken, Edwards follows.


Edwards staggers out of the shop, trying to get the day's events straight in his head.

EDWARDS The eyelids, fine ... and the jumping thing ... and the gun ... okay, but the head?

KAY Searching for a handle on the moment here? A place to file all this.

EDWARDS See a head doesn't do that, it doesn't just grow back. (looking up) What's going on?

KAY Can't help you, kid. Only comfort I can offer is that tomorrow, you won't remember a thing.

EDWARDS Oh, no. This I'm gonna remember for a long, long time.

Kay pulls the neuralyzer from his pocket. He hesitates for the briefest of moments -- as if this particular neuralyzation is different than all the others.

Then he puts on his sunglasses.

KAY Ever see one of these?



-- the flash dims on EDWARDS and KAY, sitting at a table in a Chinese restaurant.

KAY (finishing a joke) -- and the wife says yeah, Harry, I know, but this one's eating my popcorn!

He busts out laughing. Edwards, across from him, is completely disoriented. He looks down. There's a half-eaten order of broccoli beef and several empty bottles of beer on the table in front of him.


Kay checks his watch.

KAY Whoops. Gotta run. Thanks for the egg rolls.

EDWARDS Where am I?

KAY See what I mean about tequila? You're a bright young man, James. Just lay off the sauce. I'll see you tomorrow, nine a.m. sharp.

He turns and walks out. Edwards checks his watch. A WAITRESS appears.

WAITRESS Another beer?

EDWARDS Coffee. Please.

She walks off. Edwards looks at the table. There is a business card lying next to his plate, on which Kay has handwritten "James D. Edwards, Saturday, 9 a.m., 504 Battery Drive."

Edwards looks at it, puzzled. He turns the card over and looks at the other side. There's not much there, no name, no phone or fax number, no e-mail address. Just three little letters, dead in the middle of the card:




A lonely farmhouse stands amid the fields of upstate New York farm country. Several lights are on and through a window we can see the silhouette of a MAN sitting at the kitchen table, the silhouette of a WOMAN hovering over him, bringing things to him.

The Man (EDGAR) waves his arms, ranting.

EDGAR (O.S.) I go out, I work my butt off to make a living, all I want is to come home to a nice clean house with a nice fat steak on the table, but instead I get this -- this -- I don't even know what you call this!

In the sky above, it's one of those brilliant star fields. But something strange is happening with one of those stars -- it's getting bigger.

EDGAR (O.S.) I'll tell you what it looks like, it looks like poison. Don't you take that away, I'm eating that, damn it! It is poison, isn't it?!

No, that star isn't getting bigger, it's moving. Toward us. Fast. It goes from a pinpoint to a dime, to a nickel, to a quarter, and works its way into fruit metaphors.

EDGAR (O.S.) I swear to God, I would not be surprised if it was, the way you skulk around here like a dog been hit too much -- or ain't been hit enough, I can't make up my mind.

Okay, we're way past watermelon now, that thing is huge, and it's starting to glow hot red as it enters the earth's atmosphere, headed straight toward us, coming here, to Beatrice and Edgar's place.

The blazing fireball barrels through the sky, SNAPS off a couple trees --

EDGAR (O.S.) You're useless, Beatrice! The only thing that pulls its weight around here is my goddamn truck!

-- and SLAMS right through a pickup truck parked in the driveway. A concussive BLAST follows, then a geyser of smoke and flame erupts.

EDGAR (O.S.) Stay here!

The silhouette of Edgar leaps to its feet, races to the door, and throws it open. Edgar is everything his voice led us to expect -- a nasty, bug-eyed redneck carrying a twelve-gauge shotgun. His mouth agape, he walks across the yard and stares at the hulking shell that was his truck. The skeleton of the truck is still there, but there's a huge, smoldering hole in it, a hole that goes at least ten feet down into the ground.

EDGAR Figures.

He walks to the truck and touches the door handle. Hot. Using his shirt tail, he opens the door and peers down into the hole.

IN THE HOLE, he sees a smooth curve of metal and a few blinking lights. Embedded into the ground is, indeed, a spaceship, maybe eight feet across.

BEATRICE calls from behind him, standing in the doorway fearfully.

BEATRICE What is it, Edgar?!

EDGAR (turns to her) Get your big butt back in that house!

Beatrice does as she's told, closing the door behind her. Edgar turns back to the smoldering rock, raising his shotgun in defense. AN OTHERWORLDLY VOICE comes from deep in the hole.

VOICE (O.S.) Place projectile weapon on ground.

Edgar staggers back a step, terrified. But then he regains himself, raises the weapon, and steps forward, pointing it menacingly down into the hole.

EDGAR You can have my gun when you pry it from my cold, dead fingers!

There is a pause while the voice thinks about this offer. Finally, it responds, in a voice and cadence remarkably similar to Edgar's.

VOICE (O.S.) Your proposal is acceptable.

A long, hairy pincer flashes out of the hole, grabs Edgar by the head, and pulls him down into the hole.

From deep in the hole, we hear a terrible RIPPING sound, like a bedsheet being torn in half. There are some disgusting GUSHY sounds, then a moment later, something flies out of the hole and FLOPS onto the ground next to the truck.

It's Edgar. Well, sort of. His body parts still hang together -- face, arms, legs, even clothes -- but everything inside has been removed and now he just lies there, flat and empty, like a tuxedo on the floor after the prom.

The shotgun flies out and lands beside him.



BEATRICE sits at the kitchen table, terrified, still wiping away tears from Edgar's diatribe. The door opens and EDGAR comes back into the kitchen, seemingly fleshed out again, leaving the door hanging open behind him. He carries the shotgun.

She looks up at him, anxious. But his face is a blank.

BEATRICE What on earth was it?!

He looks at her strangely. When he speaks, his voice is different than before. More refined.

EDGAR Sugar.

Pause. She looks out the window, at the smoking truck.

BEATRICE I've never seen sugar do that.

EDGAR Give me sugar.

Puzzled, Beatrice gets up, goes to the cabinet, and grabs a bag of sugar. She holds it out to him.

EDGAR (CONT'D) In water.

Frightened, she takes a glass of water from the table. She dumps some of the sugar into it.


She puts more, till the glass is brimming. She stirs it quickly with a knife and hands it to him, her hand trembling.

Edgar takes it and downs it in a single gulp. Beatrice stares at Edgar, no idea what to think. She notices something odd about the skin on his neck.

BEATRICE Edgar, your skin! It's -- it's -- just hanging off your bones!

Edgar drops the glass and looks in a window, to catch his reflection. He reaches up --

-- and twists his whole face, as if adjusting a ski mask, then tucks the skin of his neck back into his shirt collar. He looks at her.

EDGAR That better?

Beatrice faints.


Stillness. Silence. A loud SCRAPING sound comes from the pit left by the spaceship.

The nose of the ship itself rises up out of the pit, wavers, keeps moving, and finally CRUNCHES to the ground outside the pit.

EDGAR climbs out of the pit, breathing heavily. He dusts himself off and continues pushing the ship, along the ground, off into the darkness.



The next morning. EDWARDS, holding the small MIB business card in his hand, compares the address written down by Kay to the address on the utterly nondescript building in front of him. It's seven stories high, gray, windowless, perfectly square, squatting on a bridge over a road like a fat guy on the john. "504 Battery Drive."


EDWARDS steps through a heavily barred metal door and into long, bizarre room. One wall is entirely dominated by the enormous blades of a tunnel vent air intake. There is an elevator at the far end of the room and an OLD SECURITY GUARD, the rent-a-cop kind, reading a comic book on a folding metal chair halfway across.

Edwards walks across the room, his footsteps ECHOING. The Guard looks up.

GUARD Help you?

EDWARDS Maybe, I'm not sure, see, I got this card --

GUARD Elevator. Push the "call" button.

And he goes back to his comic book. Edwards, maybe out of nothing more than curiosity at this point, walks across the room, toward the elevator. As he draws close, the elevator doors WHOOSH open, expecting him.


Edwards steps inside and turns around. The doors close. He pushes the "call" button and waits, but the elevator doesn't move. Instead, doors on the other side of the elevator slide open silently behind him. Edwards waits, unaware.

From behind him, somebody clears their throat. Edwards turns around, and finds himself standing in --


This back room is every bit as mysterious and unfamiliar as the entryway. Standing at the front of the room is ZED, a wire-haired career G-man, an old school bureaucrat, wearing the exact same kind of suit Kay had on last night. SIX OTHER HOT RECRUITS sit in egg-shaped chairs, staring at Edwards.

One chair is empty.

ZED You're late. Sit down.

Edwards takes the remaining chair. The elevator doors slide shut. Zed continues addressing the Recruits.

ZED (CONT'D) My name is Zed. You're all here because you're the best of the best. Marines, Navy SEALS, Army Rangers...NYPD.

They all turn and regard Edwards a little smugly. He gives it back.

ZED (CONT'D) And we're looking for one of you. Just one. What will follow is a series of simple tests designed to quantify motor skills, hand-eye coordination, concentration, stamina -- I see we have a question.

Edwards's hand is, indeed, up.

EDWARDS Why, uh -- I'm sorry, it's just no one really asked this, but -- why, exactly, are we doing this?

Silence. Then one of the young recruits eagerly raises his hand. Zed calls on him.

ZED Son?

AMBITIOUS RECRUIT (loud and formal) Jake Jensen, West Point, graduate with honors. We're here because you're looking for the best of the best of the best, sir!

Edwards tries to stifle a laugh, but can't.

ZED What's so funny, Edwards?

EDWARDS I -- I don't know, sir. This guy. "Best of the best of the best of the best of the --" (realizing nobody is with him on this) It just struck me as -- (totally serious) Humorous. Sir.

Short pause. Then Zed continues.

ZED Okay. Let's get going.


The recruits scribble away at the written test. It's a thick document -- reasoning skills, general knowledge, diagrams. The RECRUITS seem to be really powering through it, filling in answer after answer.

But no desks have been provided for them, and they're all still in their chairs, writing uncomfortably on their thighs or knees.

EDWARDS is really struggling. He writes two words on one answer, then decides to erase it. The lack of a writing surface is driving him crazy; his pencil even TEARS through the page.

He looks up. In the middle of the tile floor, there is an unused table. Edwards gets up, goes to it, grabs hold --

-- and drags it, SCREECHING DEAFENINGLY, back to his chair. Everybody looks up, wincing at the horrible sound that fills the room.

Edwards sits back down, now writing on the table. That's better.

Zed raises an eyebrow. He stares at Edwards, then looks up, toward a smoked glass window. Behind the dark glass, a FIGURE stands, staring, unemotional.



SEVEN WEAPONS rest on a table in the middle of an otherwise empty, triangular room. The SEVEN RECRUITS stand in front of the table.

There's an odd moment -- where everyone sort of looks around: at each other, at the blank walls...

EDWARDS Anyone, uh...any of you guys know what we're doing here?

MARINE (clipped, unquestioning) Looking for the best of the best of the best.

EDWARDS (can't help but smile) Well, yeah, I know, but...

And then .. suddenly --

The two far walls pull apart. The whole room pulsates and the air is suddenly filled with a bewildering swirl of stroboscopic images, both human and alien. Everywhere is color, light and movement -- a holographic mass of strange shapes and characters moving simultaneously.

The Recruits lunge for the weapons, snapping them up and taking aim. SIX SHOTS are fired at once. And then, a second later, a SEVENTH SHOT is fired. Everyone sort of looks at Edwards, who puts his gun down last.

There's an awkward silence. Then the door opens. Light pours in, and ZED with it. Even the highly competitive cadets can't help but feel some sympathy as Zed walks straight to Edwards.

ZED The hell happened?

EDWARDS Hesitated, sir.

Zed looks into the gallery. Most obvious in the frozen tableau of creatures is a lunging, snarling beast, which has three bullet holes in its chest. Next to it is a massively deformed humanoid creature with a large hook for a head, which also has three holes in it. In the back corner of the gallery, there is a single bullet hole in a pretty eight-year-old girl.

ZED May I ask why you felt little Tiffany deserved to die?

EDWARDS She was the only one who actually seemed dangerous. At the time.

ZED And how did you come to that conclusion?

EDWARDS Hook-head guy. You explain to me how he can think with a hook for a head. Answer; it's not his head. His head is that butt-ugly bean-bag thing over there. 'Cause if you look at the snarling beast-guy, he's not snarling, he's sneezing -- he's got tissues in his hand. No threat there, and anyhow, the girl's books were way too advanced for an eight-year-old's. And besides, from where I'm looking, she was the only one who appeared to have a motive. And I don't appreciate your jumping down my throat about it.

Sideways glances from the other recruits. Zed sighs.

EDWARDS (CONT'D) Or, uh -- do I owe her an apology?



ZED and KAY stand behind smoked glass, staring at the RECRUITS, who are still in the shooting gallery, waiting for a decision.

ZED He's got a real problem with authority.

KAY So do I. The guy ran down a cephlapoid, Zed. On foot. Tenacity. That I can use.

ZED I hope you know what you're doing.

Zed turns and walks away. Kay stares through the glass, at EDWARDS, who stands alone on one side of the room, apart from the rest of the group.

Zed reappears on the other side of the glass, coming through a door and into the shooting gallery. As he talks, Kay turns and walks off.

ZED (CONT'D) Congratulations, you're everything we've come to expect from years of government training. Now, if you'll just follow me, we have one more test to administer, an eye exam.


The RECRUITS follow ZED out of the shooting gallery and into a long hallway. Zed motions them off to the left. EDWARDS is the last one out of the room, but he stops as he steps into the hallway.

KAY is outside the door, waiting for him. Edwards recognizes him from last night.

EDWARDS You! Hey, what's goin' on?

The other recruits continue down the hall with Zed. Kay doesn't answer, just gestures to Edwards to follow him down the hall, which he does.

KAY Back in the mid-fifties, the government started a little underfunded agency with the simple and laughable purpose of making contact with a race not of this planet.

As they pass an alcove, Edwards notices the six other Recruits, who have been herded into a corner. Zed, addressing them, pulls a neuralyzer from his pocket.

ZED Now, if you'll look directly at the end of this device.

He holds a neuralyzer up in front of them, and the Recruits stare obediently at it as Zed slips on a pair of black sunglasses.

Edwards stares, fascinated, but Kay's hand reaches in and yanks him away, just as Zed's neuralyzer FLASHES WHITE.


As KAY leads EDWARDS down an impossibly long corridor, he hands him a file folder stuffed thick with eight by ten photographs.

He hands Jay the first picture, a shot of eight or nine MEN in plain black suits standing around a fifties-style office with metal desks and fluorescent lights. DEE and ZED are there, much younger.

KAY Everybody thought the agency was a joke. Except the aliens. They made contact on March 2nd, 1961, outside New York City.

Another photograph, a grainy black and white image of two ships hovering in the night sky -- classic flying saucer shapes.

KAY (CONT'D) There were nine of us that night. Seven agents. An amateur astronomer. And one poor kid who got lost on the wrong back road.

Yet another photograph, this one showing a young KAY, in a shirt and tie, holding a bouquet of flowers, staring at the open door of the landed flying saucer. ALIEN SHAPES are visible within.

EDWARDS You brought the aliens flowers?

Kay steers Edwards to the right, down another corridor, just as long as the first.

KAY They were intergalactic refugees with a simple request. Let us use the earth as an apolitical zone for people without a planet. Ever see "Casablanca?" Same thing, no Nazis. We agreed. So we masked all evidence of their landing.

Another picture, this one of the 1964 World's Fair grounds, still under construction. Giant models of rockets mark the Fair's theme of space travel; most prominent in the construction are two tall towers, with the flying saucers now mounted at the top of each.

EDWARDS The 1964 World's Fair was a coverup?

KAY Why else would we hold it in Queens? (another hallway) Now left. More nonhumans arrive every year. They live among us, in secret.

EDWARDS I see. Not to change the subject, but when was your last cat-scan?

KAY Every six months; it's company policy.

EDWARDS Well, thanks for the very amusing morning, but I'm hopin' you'll show me where I came in? 'Cause this is where I go out.

They have stopped next to an unmarked door. Kay throws it open and steps inside.

KAY Yeah, sure, hang on, I wanna grab a coffee while we're right here.

As Kay walks into the kitchenette, Edwards' jaw drops, his eyes widen, and he stares in wonderment --

-- at THREE WORM-LIKE ALIENS standing around a water cooler. Tall, impossibly thin, most certainly not from New York, the aliens hold an animated conversation in a language that seems like a combination of Esperanto and microphone feedback.

KAY (CONT'D) (to the aliens) Don't tell me we've only got that powdered shit for cream again?

One of the Worm Aliens answers him in their native tongue and points to the counter.


He finds the cream sitting out on the counter where the alien indicated, dumps some in his coffee, and comes back outside, closing the door behind him. He reaches up and gently pushes Edwards' jaw up, closing his mouth.

KAY (CONT'D) For future reference, this is a better look for you.



EDWARDS, thrown for a major loop, sits like a zombie alongside KAY on a bench in Battery Park. Kay drinks his coffee while they talk.

KAY Any given time, around fifteen hundred landed aliens are on the planet, the majority right here in Manhattan. Most aliens are decent enough, just trying to make a living.

EDWARDS Cab drivers?

KAY Not as many as you'd think. Humans, for the most part, don't have a clue. Don't want one, either. They're happy. They think they've got a pretty good bead on things.

EDWARDS Why the big secret? People are smart, they can handle it.

KAY A person is smart. People are dumb. Everything they've ever "known" has been proven to be wrong. A thousand years ago everybody knew as a fact, that the earth was the center of the universe. Five hundred years ago, they knew it was flat. Fifteen minutes ago, you knew we humans were alone on it. Imagine what you'll know tomorrow.

EDWARDS So what's the catch?

KAY What you'll gain in perspective, you'll lose in ways you're too young to comprehend. You give up everything. Sever every human contact. No one will know you exist. Ever.


KAY You're not even allowed a favorite shirt. There. That's the speech I never heard. That's the choice I never got.

EDWARDS Hold up. You track me down, put me through those stupid-ass tests, now you're trying to talk me out of it. I don't get it.

KAY You got 'til sun-up.

EDWARDS Is it worth it?

KAY You find out, you let me know.



Almost nighttime now, and the park is empty. EDWARDS is still on the bench. And still thinking. Above him, the stars are coming out.

Slowly, he looks up, into the vastness of the heavens.



The next morning. A door opens on a garage and an ORKIN MAN steps inside, carrying a tank of toxic gas. The morning light spills on an abundance of spiders, crawling everywhere -- big ones, small ones, hundreds of them have moved in and taken over this dusty place.

The Orkin Man sighs and sets down his tank.

ORKIN MAN Well, well, well. Movin' right in, are we? Think we own the place?

He unfurls a hose from the side of the tank.

ORKIN MAN (CONT'D) Got a little eviction notice for you, boys.

He raises a mask to his face and unscrews the handle on the top of the tank. LETHAL GAS starts to HISS from the end of the hose.

VOICE (O.S.) Just what exactly do you think you're doing?

The Orkin Man turns around. EDGAR stands in the doorway to the garage, staring at him disdainfully.

ORKIN MAN (shrugs) Takin' care of your pest problem.

EDGAR "Pest" problem? "Pest?"

ORKIN MAN Yeah. You got a hell of an infestation.

Edgar advances on him, slowly.

EDGAR You know, I have noticed an infestation here. Everywhere I look, in fact. Nothing but undeveloped, unevolved, barely conscious pond scum. So convinced of their own superiority as they scurry about their short, pointless lives.

ORKIN MAN Well -- yeah. Don't you want to get rid of 'em?

EDGAR In the worst way.

Edgar lashes out quickly, jerking the mask off the Orkin Man's face with one hand --

-- and shoving the gas hose down his throat with the other.

THE ORKIN MAN'S CAR KEYS drop to the garage floor, and Edgar picks them up.


A six-by-ten sheet of plywood THUDS to the driveway outside the garage. EDGAR raises one end of it so it's hanging off the back end of the Orkin man's van -- now it's a ramp.

He walks off and we hear that familiar SCRAPING sound again. Edgar, GRUNTING with the effort, slowly pushes his spaceship up the ramp and into the back of the Orkin truck.



EDWARDS stands in the middle of the tunnel vent room, the same one he first came into yesterday. The elevator doors open and KAY, obviously summoned by the OLD SECURITY GUARD, stands waiting for him.

EDWARDS One thing you gotta know right now.

Edwards walks briskly forward and gets in the elevator with Kay.


Inside the elevator, the doors WHOOSH shut, KAY turns a key in a certain floor number, and the descent begins. EDWARDS continues.

EDWARDS All right. I'm in because there's some next-level shit going on around here, and I'm with that. Before you beam me up, there are a couple of things we need to get straight. You chose me 'cause you recognize the skills. So as of now you can cease with all of that calling me "son" or "kid" or "sport." Cool?

KAY Cool, slick. Now about those skills of yours,

The elevator doors --


-- slide open on Men in Black headquarters.

KAY As of this moment, they don't mean much.

It's unlike anything we've ever seen -- huge, multileveled, of sixties design, polished steel and glass. The workplaces are sleek and uncluttered, manned by both HUMANS and ALIENS. Most of the Aliens stay in the background, like the UPSIDE-DOWN GUY who walks on the ceiling, shuffling papers.

KAY and EDWARDS step off the elevator and onto a platform that looks out over the whole place.

Kay leads him down into the complex. First, they walk past a sort of passport control center, where a human BUREAUCRAT at a desk is checking the documents of a line of ALIENS who've just arrived. There are a dozen bizarre life forms in that line, CHATTING in half a dozen different alien tongues.

Edwards slows as they pass, listening to the PASSPORT CONTROL OFFICER as he addresses an ARQUILLIAN, a large, humanoid visitor.

PASSPORT OFFICER Purpose of trip?

ARQUILLIAN Diplomatic mission.

PASSPORT OFFICER Duration of stay?


PASSPORT OFFICER Carrying any fruits or vegetables?

Edwards just stares, fascinated, but Kay grabs him by the arm and hurries him along.

KAY Let's go. He's a little...grouchy.

Kay moves him into the central hall.

KAY A couple of hours wait after a 17-light-year flight would get on anybody's nerves.

EDWARDS What branch of the government do we report to?

KAY None. They started asking too many questions.

EDWARDS So who pays for all this?

KAY Oh, we hold a few patents on gadgets we confiscated from our out-of-state visitors. Velcro. Microwave Ovens. Liposuction.

AT A STORAGE CAGE, Kay turns a key in the lock of a caged-in area and throws the door open. Inside, there are piles of sophisticated-looking devices stacked on shelves and tabletops.

KAY (picking something up) Here. A new recording device to replace CD's. So now I gotta buy the White Album again? (something else) This is amusing. Universal translator.

He holds up a cylindrical metal tube and a small wire clip that looks like a lapel microphone.

KAY (CONT'D) We're not supposed to have it. I'll tell you why. Human thought is so primitive it's considered an infectious disease. Makes you proud, doesn't it?

Edwards picks up a small yellow ball from one of the shelves.

EDWARDS What's this?

KAY (CONT'D) Don't touch that!

THE BALL ZINGS OUT OF EDWARDS' HANDS -- it flies out into the main complex -- hits the ceiling and ricochets around the room, faster than the eye can follow --

VARIOUS SHOTS OF HUMANS AND ALIENS ducking, dodging, and jumping out of its way.

ON KAY as he calmly, a little wearily, slips an odd-looking metal glove over his right hand...

He raises his hand and the yellow ball zings into it -- Kay catches the ball, calmly.

KAY (CONT'D) Caused the '77 New York blackout. Practical joke by the Great Attractor. He thought it was funny as hell.

They leave the room.


ON THE MAIN FLOOR, they walk briskly across the room, reaching a giant screen on the far wall.

KAY Observation, the heart of our little endeavor.

The screen displays a map of the world on which thousands of tiny lights blink in all parts of the globe, log lines of data flashing next to them.

KAY (CONT'D) This map shows the location of every registered alien on earth at any given time. Some of them we keep under constant surveillance.

He hits a button on the console and the map is replaced by hundreds of boxes, each with smaller video images.

KAY (CONT'D) Everyone on these screens is an alien. In public -- normal. In private -- you'll get the idea.

ON THE SCREENS, we see live images of aliens. Aliens who look alien are in spots where they can't be seen. Aliens who look human are functioning right out in public -- including SAM DONALDSON. MICHAEL JACKSON. And TONY ROBBINS.

KAY (CONT'D) Meet the twins.

Kay gestures to two small, bony CREATURES with eight arms each and a single eye growing out of a central stalk in their heads. They turn around and wave two or three arms each.

EDWARDS I gotta be honest about something.

KAY It makes no sense?

EDWARDS It makes perfect sense. When I was a third grader in Philadelphia, they told me I was crazy 'cause I swore that our teacher was from, like, Venus or something.

KAY Mrs. Edelson.

Edwards, stunned, looks at Kay as 4-Eyes boots her onto the screen: Mean face, cat glasses. Bony fingers. Extremely well-hidden tail.

KAY Jupiter, actually. Well, one of the moons.

With their remaining arms, they punch button after button on the enormous console. ZED, who was standing up close to the screen, walks over to Edwards, sizing him up.

ZED What's your jacket size, Edwards?

EDWARDS Uh -- forty regular.

ZED Then let's put it on.

EDWARDS Put what on?

ZED The last suit you'll ever wear.



Like the rest of the place, the MIB locker room is all white. White walls, white floor, white ceiling, white lockers. ZED'S VOICE comes over:

ZED (O.S.) From now on, you'll dress only in attire specially sanctioned by MIB Special Services.

EDWARDS reaches out and opens a white locker, revealing a BLACK SUIT hung from a hanger in the middle. Above it, on the shelf, a BLACK HAT and a pair of BLACK SUNGLASSES. On the bottom, a pair of SHINY BLACK SHOES.


KAY is at a computer terminal. On screen are Edwards's birth certificate, driver's license, social security card, library card, everything. ZED'S VOICE continues:

ZED (O.S.) You'll conform to the identity we give you, eat where we tell you, live where we tell you, get approval for any expenditure over a hundred dollars.


EDWARDS stands in a cramped white booth.

He holds both his hands on a TEN-FINGERED KEYPAD, pressing down hard. The pad glows red, a SEARING sound comes from his hands, and he grimaces as more lasers instantly and (not at all) painlessly change his fingerprints.

ZED (O.S.) You will have no identifying marks of any kind. You will not stand out in any way.


One by one, KAY deletes Edwards's identity cards.

On the computer screen is Edwards' full name -- JAMES DARREL EDWARDS III. Kay punches a couple keys, and the cursor begins to sweep from right to left, starting to eliminate the rightmost letters of Edwards's name.

ZED (O.S.) Your entire image is carefully crafted to leave no lasting memory whatsoever with anyone you encounter.


Pants come off the hanger. The white shirt is removed.

More letters are eliminated from his name. It reads "JAMES DARREL ED..." then "JAMES DARR..."

ZED (O.S.) You're a rumor, recognizable only as deja vu and dismissed just as quickly. You don't exist; you were never even born.

The coat is removed. The hat comes off the shelf.

ZED (O.S.) Anonymity is your name. Silence your native tongue.

"JAMES..." "JAM..."

ZED (O.S.) You are no longer part of "the system." We're above the system. Over it. Beyond it.

Feet slip into black shoes. A belt is buckled. A tie pushed up.

ZED (O.S.) We're "them." We're "they."

On screen, all that's left is the letter "J."

As the coat is buttoned, we notice the sleeve. Monogrammed on the cuff is, simply, the letter "J."

ZED (O.S.) We are the Men in Black.


Looking slick and handsome in his extremely sharp suit, JAMES D EDWARDS III -- or, rather, JAY -- steps into the doorway from the locker room. He reaches into his pocket, takes out the sunglasses, and looks at KAY.

JAY The difference between you and me?

He slips on the sunglasses.

JAY (CONT'D) I make this look good.



We are looking at a telephoto shot of Manhattan in all its splendor.

We see the Orkin van topping a hill, heading towards Manhattan.


Zed's office is a circular, windowed room elevated above the main floor of MIB headquarters. JAY and KAY sit across the desk from Zed. There are five video monitors on a wall behind Zed's desk, and on each monitor is another Man in Black, in different parts of the world, the city name and a clock ticking in a corner of the image.

While Zed talks, he goes through paperwork on his desk.

ZED Okay, let's see. (to one of the monitors) Bee, we got the deposed sur-prefect of Sinalee touching down in the forest outside Portland tonight. I'm pulling you down from Anchorage to do a meet-and-greet.

BEE, an agent on one of the monitors, nods.

BEE Humanoid?

ZED You wish. Bring a sponge. (going through memos) What else -- everybody, we gotta keep Rolling Fish-Goat out of the sewer system, he's scaring the rats. And Bobo the Squat wants to reveal himself on "Unsolved Mysteries." Bee, make sure he doesn't.

He turns a page, coming across a red memo.

ZED (CONT'D) Red-letter from last night -- we had an un-authorized landing somewhere in upstate New York farm country. Keep your ears open for this one, Kay, we're not hosting a galactic kegger down here.

Next to him, his computer screen BEEPS importantly. Zed looks over at it.

ZED Well, well, well -- we got a skimmer.

KAY (to Jay) Landed alien out of zone. (to Zed) Who is it?

ZED Redgick. He's not cleared to leave Manhattan but he's way out of town right now, stuck in traffic on the New Jersey Turnpike. Why don't you take Jay? This is a good one for him to warm up on.


JAY and KAY come out the front of MIB headquarters.

JAY Yo, wussup with Zed? (imitating him) "Go get em, tiger. We're not hosting an intergalactic kegger..."

KAY Zed was saving the world before you were born, son. Show some respect.

An MIB MECHANIC pulls up in Kay's black LTD and hops out, leaving the door open. Jay sizes up the car.

JAY We got the use of unlimited technology from the entire universe and we cruise around in this?

Kay glares at Jay. He's getting annoyed.


They get in and slam the doors. Kay starts the car and the engine HUMS quietly.

KAY Seat belt.

JAY You know, ya'll gotta learn how to talk to people. You could be a little kinder and gentler.

Kay grits his teeth.

KAY Buckle up, please.

JAY Now did that hurt?

Kay shifts the car into reverse. The awesome power of the car kicks in and Jay sails forward, THWACKING into the dash. Kay shifts into forward and taps the gas, SLAMMING Jay back into his seat.

KAY Makin' fun of my ride...

A LIGHTED PANEL rotates into place between the two front seats. Jay's hand falls by accident on a flashing red button in the panel.

KAY Jay. The button?

JAY Yeah?

KAY Never push the button, Jay.

Jay jerks his hand away.



The LTD is now stopped by the side of the road, dust swirling around it. Ahead of it, another car has pulled over. KAY gets out, JAY follows a moment later, shaky-legged. Kay walks up to the window of the car they've stopped. The DRIVER, a guy in his mid-thirties with a WIFE in her mid-thirties, rolls the window down.

KAY License and registration, please.

The Driver hands over some documents. Kay flips through them.

KAY (CONT'D) Other license and registration, please.

The guy digs out two other cards and hands those over. Jay peers over Kay's shoulder.

The photographs on the "RESIDENT ALIEN ID"cards are of two friendly-looking reptile types, husband and wife, smiling atthe camera, their long, skinny tongues dangling in a friendly sort of way.

Kay hands them back.

KAY (CONT'D) Your resident card has you restricted to the five boroughs only. Where do you think you're going?

REDGICK It's my wife! She's -- she's -- well, look!

Kay leans down and looks in the window. MRS. REDGICK is in front, MOANING in pain, holding her swollen belly. Kay straightens up, fast.

KAY Oh God. How soon?

Mrs. Redgick SCREAMS in pain. Real soon. For the first time since we've seen him, Kay is nervous.

KAY (CONT'D) Okay. All right. No big deal. (to Jay) You handle it.


KAY Sure, it's easy, you just sorta -- catch.

Mrs. Redgick SCREAMS again. Redgick gets out of the car, worried.

REDGICK Are you sure he knows what he's doing?

KAY Yeah, hell, sure, he does this all the time. C'mon, let him work, Redgick, I wanna ask you something.

Kay gives Jay a supportive SLAP on the back and leads Redgick away, to the rear of the car. Jay stays in the background and opens the rear door, tentatively. He leans down, into the car.

JAY Oh God! I see it I see it I see it!

A few yards from the car, Kay turns Redgick to face him.

KAY Croagg the Midwife's back on 64th and 8th. You were headed out of town.

REDGICK Well, we're, uh -- meeting someone.

Suddenly a TENTACLE whips out from between Mrs. Redgick's legs, CRACKS the whip once, and wraps around the door post, grabbing hold.

JAY Oh sweet Jesus Mother of God did you see that?!

KAY (still to Redgick) So? Who you meeting?

REDGICK Well, it's -- a ship.

KAY Really? I didn't see a departure clearance for today.

REDGICK You didn't? Uh, well -- it was an emergency.

Now a SECOND TENTACLE whips out, but this one wraps around Jay's neck and pulls tight. He GASPS, choking.

JAY Guys -- guys --

KAY Doin' fine, Ace. (back to Redgick) What kind of emergency? What's the rush to get off the planet all of a sudden?

JAY (choking to death) Help?! HELP! Hello?!

He starts tugging for all he's worth, but the fight is sort of going against him, as the tentacles pull him in even harder than he tries to pull the baby out.

REDGICK We just don't like the neighborhood anymore. Some of the -- new arrivals.

Redgick looks at Kay, clearly concealing something, but darts his eyes away.

KAY What new arrivals? This have anything to do with the crasher from last night?

JAY (Screaming) Can you guys do this later?!

But in that moment, Jay finally gets a foot up on the door frame, acquires leverage, and RIPS the baby free. He falls, flat on his back in the dirt, the multi-tentacled lizardlike baby resting squarely on his chest.

JAY (CONT'D) Oh -- oh -- oh -- man.

Kay turns and claps Redgick on the back.

KAY Congratulations! It's a lizard.

Jay looks down at the creature COOING and nestling on his chest.

JAY (misty) Hey, you know, it is sorta --

It vomits on him.



Back in the car, JAY wipes the last of the puke off his suit while KAY starts up the car.

KAY Anything about that seem unusual to you?

Jay just looks at him, very Jack Benny.

JAY Pick.

KAY What kind of "new arrival" would scare Redgick so bad that he'd risk a warp jump with a newborn? (thinks) Let's check the hot sheets.




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