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Alien inspiration

If some of the aliens in director Barry Sonnenfeld's upcoming sci-fi-comedy Men in Black 3 have a slightly familiar look, like something you might have seen emerge from a flying saucer in an old 1950s B movie or on an Outer Limits episode, there's a good reason. The threequel's plotline has Will Smith's Agent J traveling back in time to 1969 to prevent an evil alien named Boris the Animal (Jemaine Clement) from assassinating Tommy Lee Jones' Agent K (played in his younger incarnation by Josh Brolin).

''When I saw the '60s part, I said, 'I think we should do retro-looking aliens based on a lot of the aliens that were in films from the '50s and '60s that I love,''' says makeup artist Rick Baker. ''It was actually an idea I'd tried to push in the first two movies and they didn't go for it, but I figured with the time travel it would be perfect.''

In the end, Baker — who has won seven Oscars for his makeup work, including for the first Men in Black film — created 127 different types of extra-terrestrials, though not all of them wound up with much screen time. ''We'd do an alien you could build a whole movie around, with all kinds of animatronics in its face, and then it would turn out to be in a quick pan,'' Baker says, laughing. ''It was like, 'Wow, we could have saved some time there!''' Fans will be glad he and his team put in the extra work, though. As you can see on the following screens, these creatures are pretty out-of-this-world.

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Image Credit: Wilson Webb