What Happened When Tommy Lee Jones Tried to Be Funny in “Men in Black”: 'You Only Want Will Smith to Get Laughs' (Exclusive)

Filmmaker Barry Sonnenfeld had an interesting predicament when making 'Men In Black': What to do when an actor is trying to be comedic — and isn't

Filmmaker Barry Sonnenfeld has seen some things, and his new book has all of the "sometimes baffling, often enlightening and always funny stories" readers could want.

Best Possible Place, Worst Possible Time, out Oct. 1 from Hachette Books, offers a behind-the-scenes look from Sonnenfeld's four decades in Hollywood and what it took to make mega-franchises like The Addams Family and Men in Black, critical darlings like Get Shorty and Pushing Daisies and what it was like working with icons like Will Smith, John Travolta and Michael Jackson.

Below, in an exclusive excerpt from the book, we find out just how hard Tommy Lee Jones tried to be funny — and what happened when he wasn't.

It’s the first day of filming Men in Black. It took years to get here, but we are on Stage 27 at SONY’s Culver City lot.

A week earlier I had scouted the stage with the camera, grip, electric and visual effects crew which allowed Don Peterman, our director of photography, to get a jump on lighting this humongous set, designed to look like Arizona’s Sonoran Desert. By building the dirt, cactuses, berms, hills and even a road on stage, we could pre-light the set and film this night scene during the day. I asked our production designer, Bo Welch, for lots of cactuses since they have a certain comedic alien vibe.

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We were carrying around a long stick with the head of “Mikey,” an alien who Tommy Lee Jones interacts with in the scene. Rick Baker had designed the alien, a long-nosed creature with a body that included multiple flippers in addition to legs and arms. As we walked through the set, making sure everyone was prepared for our first day, we woke up a drunk electrician who had been sleep- ing in the rafters. Looking down from his perch 45 feet above the stage floor, a tad dismayed by the long-nosed alien head on a stick, he screamed in full drunk-person volume, “SNORKELDORK!”

And he wouldn’t shut the f--- up about it. “SNORKELDORK!” he’d cackle.The inebriated electrician did nothing for our confidence. For the rest of my career working with Bo Welch, “Snorkeldork” became our synonym for “embarrassingly cheesy.”

But it was now day one on Men in Black and I was about to direct the very intimidating Tommy Lee Jones. We had rehearsed and lit the scene and were ready for a profile master shot of Tommy Lee [Agent K], his soon to be retired partner [Agent D], and Mikey, who partway through the scene is revealed not to be an illegal alien from Mexico, but an illegal alien from another galaxy.

Mikey is in the middle of replying to Tommy’s interrogation in his alien language, a puppeteer off camera controlling Mikey’s mouth, eyes and flippers using RC motors while another puppeteer wearing the Mikey costume controls his legs and arms.

Tommy interrupts Mikey and says:

“That’s enough, Mikey. Put up your hands,” at which point Mr. Jones sing-songs his way towards what he thinks should be a big time comedy punchline, “AND . . . ALL YOUR FLIPPERS!”

I broke out in an instant sweat. Until this shot, things had gone reasonably well. Yes, Tommy had fired his hair person, but truthfully, he inadvertently put her out of her misery. It would have been a daily torture for her to stay. Other than that, the first few shots had gone swimmingly. Tommy speaks fluent Spanish, which gave his dialogue with the van full of Mexican illegals a wonderful verisimilitude. But now it all came crashing down as I realized I was about to embark on a very, very, very long 20 weeks of directing an actor who was, gulp ... trying to be funny.

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“Cut. Good,” I lied, as I walked towards Tender Lovin’ Jones, staring at my script to avoid eye contact for as long as possible.

“Hey, Tommy,” I said, still looking down at my script. “It will be funnier if you don’t acknowledge that ‘And all your flippers’ is funny.”

I looked up and found myself caught in Tommy’s fiercely opinionated glare:

“See, Tommy, for you, this is all in a day’s work. Very G.I. Very Government Issue. Agent K doesn’t think ‘All your flippers’ is funny. You’re just saying it the same way you’re saying, ‘Put up your hands.’ It’s just normal police procedure. That’s what makes it funny for the audience.”

I brilliantly looked back down at my script so Tommy couldn’t kill me with his laser focused eyes.

“Let’s try one more!” I brightly called out. “It’ll be fun!”

For 20 weeks, I wouldn’t let Tommy be funny and for 20 weeks it was an extremely intimidating experience.

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Tommy’s agent, Michael Black, called.

“You don’t want Tommy to be funny,” Michael whined. “You only want Will Smith to get laughs.”

“Not true, Michael. Think of any comedy duo. Abbott and Costello. George Burns and Gracie Allen. Dean Martin and Jerry Lewis. Lucy and Ricky Ricardo. You need one funny guy and one straight man but they both get laughs. In fact, I would argue the straight man gets the bigger laugh. The comedy is in the reaction shot.”

“But, Barry.”

“Michael. I promise. Tommy is as funny as Will. Trust me.”

After Tommy saw the finished film and was asked at the Men in Black press junkets how he became so funny, Tommy’s answer made up for five months of anxiety:

“Stand next to Will Smith and do whatever Barry Sonnenfeld tells you to do.”

Adapted from BEST POSSIBLE PLACE, WORST POSSIBLE PLACE: True Stories from a Career in Hollywood by Barry Sonnenfeld, published on October 1, 2024. Copyright © 2024 by Barry Sonnenfeld. Used by arrangement with Hachette Books. All rights reserved. 

Best Possible Place, Worst Possible Time comes out Oct. 1 from Hachette Books and is available for preorder now, wherever books are sold.

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