Master of make-up effects Rick Baker’s inventive (and Oscar®-winning) aliens are a vital part of previous Men In Black films, so it’s no surprise that the legendary artist returns for Columbia Pictures’ new comedy adventure Men In Black 3.

For Baker, working on the Men In Black movies is especially fulfilling because the films inevitably require him to design in so many different ways: “Some films are straight makeup – say, we’ll do age makeup. Others will call for fake bodies or heads. Others, we’ll make animatronic characters and puppets. The Men In Black movies involve all of those things – and I got to design for the computer-generated stuff as well. We ended up making about a hundred aliens for this movie, and you could have made a whole story about any one of them.”

Director Barry Sonnenfeld says that Baker’s sensibilities mesh perfectly with the “play it straight” tone he brings to the rest of the movie. “You don’t want to design weird, wacky aliens,” he says. “If the aliens are funny, you want it to come out of observational humor, or their attitude, or the audience thinking, ‘Oh, that’s interesting.’”

For the 1969 sequence, Baker came up with the idea that the aliens would be “retro” – that is, inspired by the aliens seen in 60s-era sci-fi. “The challenge on the first Men In Black movie, and it’s stayed our challenge since then, is to do aliens that look unlike any aliens that we’ve seen before,” says Baker. This time around, Baker pitched the filmmakers on a unique solution: “Let’s intentionally do aliens that look like something we’ve seen before, only a better version of them. Let’s imagine that the guys who made monster movies back in the 50s and 60s really happened to see a real alien and based their monster design on that. And they liked that idea. That was where I really had fun on this movie – to do my version of those classic science fiction aliens as a lot of fun.”

How does one design a retro alien? “Lots of brains and veins, stuff like that,” he says. “We have an alien based on a fish, definitely from an aquatic world. I have a cameo in the film, where I’m an alien with an exposed brain. By comparison, our 2012 aliens are much more sleek and polished.”

Of course, Baker also designed the lead alien: the bad guy, Boris the Animal, played by Jemaine Clement. Baker designed a very badass biker costume, complete with goggles that seem to be embedded deep in Boris’s eye sockets. “I got the chance to make Jemaine into something he really isn’t,” says Baker. “He’s really a very gentle man, but in the costume, he is much more menacing – and, the women on set have told me, sexy.”

“When I first came in, Rick Baker sat me down and asked, ‘Are you claustrophobic?’” Clement recalls, laughing. “He asked me all of these questions – I’m not sure if they were intended to scare me, and they did scare me a little. He also mentioned that a lot of people who do a makeup-effects character only do it once in their careers.” And with good reason: on his first day on set, Clement spent eight hours in the makeup chair (a total that was soon streamlined to three-to-four hours once they established a rhythm).

In the end, it seems that when Baker is working on the Men In Black films, he’s like a kid with his hands on a really great practical joke. “Castmember Emma Thompson said to me that one of the things she liked about the first two Men In Black films was that the aliens aren’t necessarily in your face all the time, but they’re there. You know, an alien might appear for only a few frames past somebody in the Men in Black headquarters, but it’s fun to do that. I think it’s cool to put in aliens that people won’t even see until their fourth or fifth time around. For example, in this movie, in the Coney Island sequence, there’s a crazy alien in the back playing pinball. You have to look for it.”

Opening across the Philippines on May 23 in 3D and regular theaters, “Men in Black 3” will be distributed by Columbia Pictures, local office of Sony Pictures Releasing International.

It has been 10 years since the Men in Black were last seen protecting the Earth from the scum of the universe, and since then, there has been rampant speculation about a third film. But Will Smith says that it was always a given that there would be a third film. “We came to a point where we all felt that we had a fresh and compelling story that took the audience to a time and place they had not seen in this franchise,” says Smith.

In Columbia Pictures’ highly anticipated action adventure comedy “Men in Black 3,” Agents J (Smith) and K (Tommy Lee Jones) are back… in time. J has seen some inexplicable things in his 15 years with the Men in Black, but nothing, not even aliens, perplexes him as much as his wry, reticent partner. But when K’s life and the fate of the planet are put at stake, Agent J will have to travel back in time to put things right. J discovers that there are secrets to the universe that K never told him — secrets that will reveal themselves as he teams up with the young Agent K (Josh Brolin) to save his partner, the agency, and the future of humankind.

The story of “Men In Black 3” takes the filmmakers back – back to the characters’ origins, back to the key moments of their relationship, to focus on the key elements that have kept them at arms’ length from each other for 15 years – and looked for ways to resolve the conflict. The answer came in sending Agent J back – back in time.

“We wanted the movie to be both familiar and different,” says Barry Sonnenfeld, who has taken the helm of all three “Men in Black” films. “What’s familiar is the characters and premise of the Men in Black and who they are. We wanted to bring Will Smith and Tommy Lee Jones back together again. But we also wanted something new and inventive, and that came in the time travel element.”

“At the beginning of the movie, J and K are still partners – but they haven’t learned much about each other in all their time together,” says producer Walter F. Parkes. “In fact, at the very beginning of the story, the character of Zed has recently died and K gives a eulogy that provides no information whatsoever about him. This despite the fact that Zed was supposedly his best friend for 45 years. It makes J think, after all these years, what do I really know about the guy sitting next to me? That is the foundation for our story, and it coincides with the escape of an alien, Boris the Animal, that K put away 40 years earlier, in 1969 – and he’s coming back for some kind of payback on K.”

Some kind of payback, indeed: Boris jumps back in time to 1969 and kills K. No one in 2012 has any memory that K wasn’t murdered 40 years earlier – no one except J, who is wondering what happened to his partner. To save K, J follows Boris back into the past – and as he does, he sees an opportunity to learn more about his partner. “J sees saving K as a great opportunity to learn secrets about K – he thinks he’ll find out why K is so grumpy and reserved,” says Sonnenfeld. “But as it turns out, the young Agent K is open, friendly, and interesting.”

Of course, even as the movie explores the characters’ relationships, it isn’t a heavy drama. It’s Men In Black, and that meant it would deliver trippy Rick Baker aliens, cool gadgets, and big laughs. All of that adds up to an irresistible tone that isn’t quite like any other film. Sonnenfeld says that the key to the tone – the only way to make the movie really funny – is for everyone to play it entirely straight. “I want the situations to be funny, but the performances to be real, so I don’t want the actors trying to be funny,” he explains. “I don’t want the composer to think ‘comedy,’ because then the music will be comedy music. I don’t even want the cinematographer or the lab that develops the film to think it’s a comedy, because the next thing I know, it’ll look too bright. If I can surround the absurd situation with something real, it’ll be a great comedy.”

           Opening across the Philippines on May 23 in 3D and regular theaters, “Men in Black 3” will be distributed by Columbia Pictures, local office of Sony Pictures Releasing International.