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  • From the second film, K shoots Jeebs's head off.
    J: (smiling) You're back.
    K: No.
    J: Then how did you know that his head would grow back?
    K: (confused) It grows back?
    • Later, during a tense fight:
    Jeebs: Oh, great. Right in the pie hole. Now nothing's gonna taste right.
  • The Michael Jackson cameo. "I could be Agent M!"
  • Jay's and Kay's exchange on the inflatable "auto-pilot" of their vehicle.
    Kay: Does that come standard?
    Jay: Actually, it came with a black dude but he kept getting pulled over.
  • The scene at the start of the second film where Serleena devours a man whole zigzags between being funny and being Nightmare Fuel. On the funny side, it comes out of absolutely nowhere — the would-be rapist literally appeared two seconds after she assumed her human form — and Serleena's hot Victoria's Secret model body with a Balloon Belly is just bizarre. The nonchalant way she studies the picture again, concludes the belly has to go, and then walks back behind the bushes to vomit before walking off on her mission with her assailant's clothes is also funny. The nightmare fuel comes when it kicks in that you just saw some random person be eaten, digested and regurgitated, with all the casualness of a New Yorker eating a hotdog. The funniest part is the blank, mannequin stare off into space Serleena has when being dragged into the bushes; she knows she's in no danger, and is just going along with it.
    Rapist: Hey, pretty lady. (licks Serleena) You taste good!
    (moments later)
    Serleena: Yeah, you too.
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  • The entire I Have Boobs, You Must Obey! pragmatism of Sarleena. "Silly little planet. Anyone could take over the place with the right set of mammary glands"
    MIB Customs Agent: Purpose of visit?
    Serleena: Education. I really want to learn how to be an underwear model. They say I've got real potential. (rips open shirt; Scrad pretends to faint in awe)
  • The mind wiped Kay follows in Jay's footsteps from the first film and is utterly bewildered by MIB HQ. Much like Jay, he curiously pokes at a small floating sphere. While Jay poked a super bouncy ball of chaos, Kay happens to have stumbled upon a tiny planet. Presumably they're okay, though.
  • Jay telling Kay why he can't drive the new car:
    Jay: Wait, what are you doing?
    Kay: I always do the driving.
    Jay: Oh, no...
    Kay: I remember that.
    Jay: No, what you remember is that you used to drive that old busted junker. See, I drive the new hotness.
    (Jay points at Kay)
    Jay: Old and busted.
    (Points at himself)
    Jay: New hotness.
    (Beat, then Jay grudgingly hands over the keys)
    Jay: (Grumbling under his breath) Old, busted hotness...
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  • After J defeats Jarra, he finds himself in a pile of plastic tubes... which he awkwardly tries to flop out of as the launch timer is counting down.
  • The scene with Jeff the subway worm:
    • We cut to a shot of passengers waiting on a platform. A train goes through. Moments later, Jeff, carrying a screaming J, goes through in the opposite direction and none of them even look up.
    • J is then hurled off of Jeff and into the back of the rear car of the train.
    J: [flashes ID] Transit Authority, people. Please move the forward car of the train. We have a bug in the electrical system. [No one's heard him] YO, PEOPLE! WE GOT A BUG! IN THE ELECTRICAL SYSTEM!
    [Jeff immediately bites off the rear end of the car. Pedestrians scream and try moving forward]
    J: Now you're all running. No-no-no-no, sit down! Sit down! It's only a 600 foot worm!
    • After J neuralyzes the commuters on the half-eaten train once it limps to a stop:
    J: The City of New York would like to thank you for participating in our drill. Had this been a real emergency, y'all would have been eaten. Cuz ya' don't listen! You're ignorant! How's a man gonna come crashing through the back of a subway window- that's the problem with y'all New Yorkers! "Oh, we've seen it all." "Oh no, a 600 foot worm, save us, Mr. black man!". Now I come in, I ask you nicely to move to the next car, and y'all just sit there like...
    (realizing he's carried on too long, J neuralyzes them again)
    J: Thank you for participating in our drill. Hopefully, you've enjoyed our new smaller, more energy efficient subway cars. Watch your step. You will have a nice evening.
    (neuralyzes the train conductor as he walks past, without even bothering to give him a new memory)
    • Even funnier when you consider J's attitude towards repeated neuralyzations in the first film.
  • The mailroom scene—both the multi-armed, smoking mail sorter and Will Smith beatboxing with Biz Markie.
    Jay: Why do you think you're so comfortable here? Pretty much everyone who works in a post office is an alien.
    • Even funnier, Kay's only reaction to the mail-sorting "machine" being a box containing a multi-armed alien is to berate the alien for smoking in the workplace. Made even funnier still when the alien simply places another cigarette in his mouth after Kay takes his.
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    • Also, Jay's surprise that "Kay" was short for Kevin, as in Kevin Brown.
    Jay: You don't remember me, but we used to work together...
    Kevin Brown: I never worked in a funeral home.
  • The introduction to the aliens living in the locker:
    Aliens: Kay is back! The keeper of the light! (chanting) All hail K! All hail K! (singing to the tune of "The Star-Spangled Banner") Oh Kay, can you see, by the dawn's early light...
    • When Kay removes his old watch, the aliens are upset until Jay gives his own watch.
    Alien: Who are you, stranger?
    Jay: Jay.
    Aliens: (chanting) All hail Jay! All hail Jay! (singing) Oh Jay, can you see, by the dawn's early light...
  • When Kay arrives at MIB headquarters, there's a humorous Call-Back to Jay's original induction:
    Jay: Let's put it on.
    Kevin Brown: Put what on?
    Jay: The last suit you'll ever wear... again.
  • Jay and Kay go to Kay's old apartment to pick up some weapons, much to the confusion of the family now living there, played by Barry Sonnenfeld and his family.
    Jay: Which could be the next 27 or 28 minutes, so y'all should get to lovin' and cherishin'. Oh, and she gets to stay up as late as she wants and have candy and cookies and cake and junk and stuff...
  • A particularly lengthy blooper that takes up the majority of the film's gag reel, wherein Sonnenfeld gets the name of a cast member wrong, which spirals Smith, Jones and Rosario Dawson into an infectious fit of giggles. It only gets worse from there, as the three begin to react hysterically to every demand made by the continuously stoic Sonnenfeld, who is unamused by their antics.
  • This exchange between J and Frank the Pug near the start of the film:
    Frank the Pug: (singing "I Will Survive"): And now you're back from outer space, I just walked in to find you here with that sad look upon your face, I should've changed that stupid lock, I should have made you leave your key, if I'd have known for just one second you'd be back to bother me. Go on, now go! Walk out the door...
    Agent J: Frank! Move your head inside this window, before I roll it up in there.
    Frank the Pug: (sits away from the window) Got it!
    (starts humming "I Will Survive")
    Agent J: (shouts) Frank!
  • Following the above, Frank barking along to "Who Let the Dogs Out".
  • Jay brings up Laura's parentage, but Kay neither confirms nor denies what he knows of it.
    Jay: So Laura is Princess Lauranna's daughter. (Beat) ...Did y'all - ?
  • The ending, when J is still coping with Did Not Get the Girl:
    No advice, no talking... hell no!
  • When Jay takes Kay to the Deneuralizer:
    Jay: The Deneuralizer. In a few moments, transverse magneto energy will surge through your brain, unlocking information hidden deep and dormant that could hold the key to Earth's very survival.
    Kay: Okay, what's that thing?
    Jay: ....The Deneuralizer....
  • It's subtly implied that, because of the instructions J left Newton and Hailey after neuralizing them, Newton decided to fund their trip to Cambodia by killing his mom.
    Newton: (grabs a shovel) Hey, Mom?
  • "Didn't your mom ever give you a Game Boy?" "What is a Game Boy?!" "You know what, move."

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