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Carel Struycken as Arquillian Keith Campbell as Perp Becky Ann Baker as Mrs. Redgick Barry Sonnenfeld as Alien on TV Monitor (uncredited) Adrian Lee as Wall Street Broker (uncredited) Al Roker as Alien on TV Monitor (uncredited) Debbie Lee Carrington as Alien Father Patrick Breen as Mr. Redgick Tim Blaney as Frank the Pug (voice) Karen Lynn Gorney as Announcer (uncredited) Patricia McPherson as Spouse K (uncredited) Isaac Mizrahi as Alien on TV Monitor (uncredited) Sergio Calderón as Jose Brad Abrell as Worm Guy (voice) Newt Gingrich as Alien on TV Monitor (uncredited) Sylvester Stallone as Alien on TV Monitor (uncredited) Will Smith as Jay Harsh Nayyar as News Vendor Steve Rankin as INS Agent Michael Kaliski as First Contact Alien Fred Newman as Aliens (voice) (uncredited) Jon Gries as Van Driver Fredric Lehne as INS agent Janus Kent Faulcon as 1st Lt. Jake Jensen Sean Whalen as Passport Officer Andy Prosky as INS Agent Mark Setrakian as Rosenberg Alien (voice) Tommy Lee Jones as Kay Charles C. Stevenson Jr. as MIB Agent Bee Verne Troyer as Alien Son John Elsen as NYPD Sergeant (uncredited) Michael Willis as Cop in Morgue Willie C. Carpenter as Police Inspector Peter Linari as Tow Truck Driver Steven Spielberg as Alien on TV Monitor (uncredited) Danny DeVito as Alien on TV Monitor (uncredited) George Lucas as Alien on TV Monitor (uncredited) Mike Nussbaum as Gentle Rosenburg John Alexander as Mikey Linda Fiorentino as Laurel Борис Лёскин as Cook Tony Robbins as Alien on TV Monitor (uncredited) Drew Massey as Worm Guy (voice) Rip Torn as Zed Richard Hamilton as Dee Dionne Warwick as Alien on TV Monitor (uncredited) Michael Goldfinger as NYPD sergeant Lowell Cunningham as MiB HQ Office Worker (uncredited) David Cross as Morgue Attendant Thom Fountain as Worm Guy (voice) Vincent D'Onofrio as Edgar Tony Shalhoub as Jeebs Siobhan Fallon Hogan as Beatrice

Scott Farrar Visual Effects Supervisor John Cameron First Assistant Director Jacqui Lopez Visual Effects Producer Derek Thompson Creature Design David Rowden Stunts Peter Ramsey Storyboard Artist Steven Spielberg Executive Producer Ken Schretzmann Assistant Editor Stracy Diaz Utility Stunts John Branagan Stunts Rick Baker Makeup Artist Jeff Habberstad Stunts Barry Sonnenfeld Director Brian Smrz Stunt Coordinator Danny Elfman Original Music Composer Laurie MacDonald Producer Steve Bartek Orchestrator Gino Acevedo Painter Denise Ream Visual Effects Producer Benton Jew Creature Design Mark De Alessandro Stunts Rob Coleman Animation Director Walter F. Parkes Producer Steve Lucescu Transportation Co-Captain Lowell Cunningham Comic Book Bo Welch Production Design Eric Brevig Visual Effects Supervisor, Second Unit Director Mary E. Vogt Costume Design Donald Peterman Director of Photography Florian Ballhaus Camera Operator Skip Lievsay Supervising Sound Editor, Sound Re-Recording Mixer Pablo Ferro Title Designer Van Ling Sound Designer Debra Zane Casting Ed Solomon Screenplay Gregg Smrz Stunt Coordinator Peter Kuran Visual Effects Kazu Hiro Sculptor