Rick Baker Delivers Cool Aliens, Vehicles And Gadgets In MEN IN BLACK 3 – We Are Movie Geeks

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Rick Baker Delivers Cool Aliens, Vehicles And Gadgets In MEN IN BLACK 3

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Multi Oscar© winning master of make-up effects Rick Baker on the set of Columbia Pictures’ MEN IN BLACK 3. PHOTO BY: Wilson Webb. © 2012 Columbia Pictures Industries, Inc.

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 director 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.”

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.

The team behind the scenes includes seven-time Oscar®-winner (including one for his work on Men In Black) Rick Baker designing the aliens; five-time Oscar®-winner Ken Ralston and Jay Redd supervising the visual effects; Director of Photography Bill Pope, who shot the Matrix movies and Spider-Man™ 2 and 3;  and production designer Bo Welch, who creates not only the futuristic world of the Men in Black in 2012 but also the retro-futuristic world of 1969.

According to Parkes, it was Baker’s idea to have a little fun in his alien designs. “He came in one day and said, ‘What if the aliens in 1969 were 1960s aliens, retro-futuristic aliens that reflected our collective memory of that time and a more innocent approach to sci-fi?’  It was just such a charming idea, and everyone went for it.”

“The aliens capture a texture, a wonderful sense of humor, and a clever inventiveness that lends itself to this world,” says actor Will Smith.

The demands of the film required close coordination between Baker and Ralston – each legends in their respective fields of make-up and visual effects who have known each other since their teenage years. “I was excited to be working with Ken,” says Baker. “I thought, ‘Now we can really do a nice marriage of our techniques.’” Knowing each other as well as they do, Baker and Ralston could work out whether make-up, animatronics, or CG provided the best solution to each design challenge on a case-by-case basis.

“Barry Sonenfeld has a very, very good visual sense – I think because he used to be a DP,” says Rick Baker. “But maybe his greatest skill as a director is to be open to the ideas of the people around him. He hires people that he believes in and knows are good, talented people – and he genuinely wants their opinions about the work they are doing.”

Rick Baker’s inventive (and Oscar®-winning) aliens are a vital part of Men In Black, so it’s no surprise that the legendary artist returns for 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.”

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.’”

Production designer Bo Welch says that before finalizing his set designs, he first looks to Baker’s creations to make sure everything will mesh. “He designs fabulous aliens and I design an environment that highlights them,” he says. “We use a very tightly controlled palette, so the textures, shapes, and colors of the aliens can breathe and be seen and enjoyed in their full glory and splendor.”

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.”

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).

Of course, it’s not all aliens and monsters. Make-up artist Christian Tinsley was tasked with making Josh Brolin look just a little more like Tommy Lee Jones: the actor was fitted with a mold of Tommy Lee Jones’s nose that was found in the studio archives from 20 years ago.

In addition, Baker transformed Bill Hader into Andy Warhol. “I really enjoyed the couple of days I spent with Bill, doing his makeup, because we love the same kinds of movies.  We had a lot of fun talking while we were doing the makeup,” says Baker. “And, it turns out, he’s a fan of my work, so he knew what to expect – he was good in the chair.”

“The Men In Black cars have always been cool,” says Sonnenfeld, meaning they would have to find a car suited to the MIB from 1969. Their answer: the Ford Galaxy. “Not only does it have an iconographic look, but anything called the Galaxy seems like it belongs in our movie,” Sonnenfeld explains.

Welch says that the car stands out for its oversized beauty. “We went with the two-door version, which I think is so much better looking than the four-door.  It’s got a great tail – everything about it evokes space travel to me.”

Of course, that’s not J and K’s only way of getting around 1969 New York: they also have monocycles, single-wheeled vehicles with a gyroscopic center seat.

The monocycle is the only way to keep up with Boris, who has his own menacing ride. “We wanted a bike that blends in with 1969 biker culture, but also fit Boris’s design, meaning it should incorporate organic and hardware in beautiful harmony,” says Welch.

The 9½-foot-long bike weighed 800 pounds and reached 100 mph. “It’s half-creature, half-jet engine,” says Harlocker. “It’s an amalgamation of all sorts of technologies.”

Another integral element to the MIB universe are the myriad gadgets and weapons used by the agents – only now, we get to see some of the earlier, prototype versions during the 1969 scenes.

For example, the memory-erasing neuralyzer is, by 2012, sleek. By contrast, in 1969, the neuralyzer takes up an entire room at headquarters.  “In 1969, it’s the same shape, but a hundred times larger and powered by tubes,” says Welch. “As our technology always does, it got smaller and cleaner by 2012.  Back in 1969 it was still large and clunky – and yet gorgeous.”

“The inspiration was MRIs,” says Welch. “You get loaded into the machine and spit out the other side. It’s loud and violent and horribly dangerous because it’s new technology that hasn’t been refined yet.”

Harlocker’s team constructed a vessel weighing 6,000 pounds, 18 feet long and 14 feet high, in which only one person could be neuralyzed at a time.  “One of the things we tried to do with the 1969 scenes was make things big and cumbersome.  I think that’s funny,” he says.

Perhaps the most lethal weapons in the movie belong to Boris. Clement explains: “Inside Boris’s hands lives his henchman, which we called his ‘weasel.’  It is a horrible, vicious creature that fires porcupine-like, deadly sharp quills, usually into people’s foreheads.” The weasel was a collaboration between Ralston and Baker, and the quills were carried out from Baker’s design and realized by Harlocker’s team, as they manufactured, painted, and added hair to 125 quills based on Baker’s design.

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. “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.”

Columbia Pictures presents in association with Hemisphere Media Capital an Amblin Entertainment production in association with Parkes+MacDonald Image Nation, a Barry Sonnenfeld film, Men In Black™ 3. The film stars Will Smith, Tommy Lee Jones, Josh Brolin, Jemaine Clement, Michael Stuhlbarg, and Emma Thompson. Directed by Barry Sonnenfeld.  Produced by Walter F. Parkes and Laurie MacDonald. Written by Etan Cohen. Based on the Malibu Comic by Lowell Cunningham. Executive Producers are Steven Spielberg and G. Mac Brown. Director of Photography is Bill Pope, ASC.  Production Designer is Bo Welch. Editor is Don Zimmerman, A.C.E.  Music by Danny Elfman. Costume Designer is Mary Vogt. Alien Make-up Effects by Rick Baker. Visual Effects Supervisors are Ken Ralston and Jay Redd.  Special Visual Effects by Sony Pictures Imageworks Inc. Featuring the new single “Back In Time” performed by Pitbull.

MEN IN BLACK 3will be in theaters May 25, 2012.

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