JR: The amazing Rick Baker is, of course, on this film, and it’s really his world to design all of these different aliens that inhabit, not only outside the headquarters, but inside the Men in Black headquarters. I think, what was fun for all of us, especially for Rick, was actually being able to work on the modern version of the Men in Black headquarters, which takes place in 2012, but then, because of the time travel element, [also work on] the 1969 version of the headquarters. So, a throwback to a lot of retro-style aliens.

Rick did the majority of the work on the aliens in the movie, at least from a design perspective. At Imageworks, Ken Ralston [did] some design on Boris, which is really mixing Rick Baker’s work with some of our work at Imageworks and bringing parts of Boris’ mask alive that Rick wouldn’t be able to carry in a prosthetic. There’s a reveal at the end of the movie that I don’t want to give away yet, but there’s definitely some cool monster stuff happening.

A lot of what we did on the aliens and the headquarters [was] adding. Bringing the Worm Guys back, that’s an important character, you expect to see them. We did fully digital versions of those guys, and a few incidental aliens in corners walking around, little flying saucers. We also shot a lot of different blue screen elements of Rick’s character designs, and we put them back into the headquarters. What Barry likes to do [while we’re shooting] is look at the display of what Rick might show and say, “Okay, I want that alien here, that alien here, this alien here, and…we’ll see how the sequence cuts together, maybe we’ll use some other blue screen aliens later.” We worked with Imageworks, and then also with Prime Focus up in Vancouver, adding a lot of blinks and breathing to different characters, those kinds of things, to bring Rick Baker’s work alive in the headquarters.

One of the main designs that we did at Imageworks was the fish in the “Fish Fight” at Woo’s Chinese Restaurant. Lots of exploration went into that between Spencer Cook and Ken, myself and our other artists, exploring how to make this gigantic alien fish feel real enough in the world, but also alien enough in the Men in Black universe. There was a lot of exploration going on between weight and mass and speed across shots. He gets in a fight with Will Smith, so there was a lot of work done, even in previs days, before we ever shot one plate. That was a design that [very much] happened at Imageworks. We really stood on top of Rick Baker’s shoulders and manipulated a lot of his stuff.

DS: How has the process of creating visual effects for these types of films changed, from Stuart Little to Monster House, with a lot of motion-capture, to Men in Black 3?