Will Smith and Tommy Lee Jones return as the hip alien busters in lifeless Men In Black II. While not as horrific as the last collaboration between Smith and director Barry Sonnenfeld, 1999's Wild Wild West, MIB 2 is nonetheless the longest 88 minutes you might sit through this summer.

The plot has an alien named Serleena (Lara Flynn Boyle) coming to Earth in search of something called "The Light". If it's not found within a matter of days, the planet is done for. The person who holds the key to the Light's whereabouts is former MIB agent Kay (Jones), whose memory and identity were wiped clean at the end of the first film by his partner, Jay (Smith). Since Kay is now needed in order to stop Serleena, Jay locates him working as a Postal worker on Cape Cod and brings him back into the world of policing extraterrestrials.

The 1997 original may have been nothing more than Ghostbusters in nice suits wiping out aliens instead of ghosts, but at least you walked away both entertained and with the impression that everyone was involved was there for something other than quick cash. The concept was nicely developed, the energy level was buoyant without being exhaustive and most importantly, the chemistry between leads Tommy Lee Jones and Will Smith worked like a fine-tuned machine. Nothing majestic, just a lot of good fun.

So, with most of the same people returning for the sequel, you have to ask yourself what went wrong. To be fair, the film does have its merits. It has great production design by Bo Welch, Rick Baker's makeup is superb as always and the visual effects by Industrial Light and Magic are solid if a bit ordinary. There is no question that MIB 2 was a costly affair.

But for all the money spent, MIB 2 is lifeless and rather dull. Place a lot of the blame on the collection of notes passed off as the screenplay by Robert Gordon (who also wrote the very funny Galaxy Quest). There isn't enough story to fill an episode of the half-hour MIB animated series. A few jokes do work, but the majority of them are as flat as the piece of paper they were written on. As far as character development, don't bother looking. It's not there.

Director Barry Sonnenfeld and his cast should be held accountable as well for the film's failure. Sonnenfeld's directing is strictly on autopilot here, displaying none of the wit and talent that he instilled upon the first MIB, Get Shorty and Addams Family Values. He zips through scenes at breakneck speed, presenting a type of frenetic pacing obviously meant to cover up the scant storyline and characters. You have to wonder if Jay and Kay used one of their neuralyzers on both Sonnenfeld and Gordon before filming began.

Someone may have used one of those gizmos on Will Smith and Tommy Lee Jones as well. They look bored, their banter feeling about as fresh as month-old milk. Lara Flynn Boyle and Rosario Dawson, as Smith's love interest, are given very little to do. Ditto Rip Torn, Tony Shalhoub and Patrick Warburton while Johnny Knoxville, of MTV's Jackass, is simply obnoxious as Serleena's dimwitted alien sidekick, Scrad. Whoever gave this yahoo the idea he was an actor is the real jackass.

Men In Black II is a big disappointment. Much like another special effects comedy sequel, 1989's Ghostbusters II, a promising franchise is shot to hell by lackadaisical work by a cast and crew who only showed up in search of some quick cash. It's not the worst film to sit through right now (Windtalkers and Scooby Doo are still playing), but it certainly is light years away from being the best.

Let's hope this is the last we see of Jay and Kay on the big screen.

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