Serleena

"Silly little planet. I could rule the place with the right set of mammary glands."

- Serleena after taking over MIB headquarters "Oh yummy. Someone I need to eat."

- Serleena

Serleena is the main antagonist of Men in Black II.

She was portrayed by Lara Flynn Boyle.

History
As the evil leader of the Kylothians, Serleena was initially drawn to Earth several years back when the Zarthans attempted to bring the Light of Zartha to Earth under the watch of the MIB agency. Upon entering the scene, Serleena kills a Zarthan leader and dispaired as what she though was the Light of Zartha, flew into orbit. Over the years she travelled from planet to planet in her search for the shuttle, constantly being disappointed and destroying many worlds in bitter anger. However, she was contacted by Scrad & Charlie who notified her that the light had been back on Earth the whole time. After a quick change of course, Serleena headed to Earth, landing in New York. Slipping through the gardens, she finds a I ❤ N Y magazine showing a Victoria´s Secret model Lara Flynn Boyle in lingerie, working with what she had, she transforms into an exact copy of Boyle.

Almost immediately, Creepy attacks her with a knife. He takes her behind some bushes with the intent of raping her. However, in a twist of events she eats him alive, head first, cramming him tightly into her belly. She begins to digest him while walking casually back to the magazine, licking her fingers and moving her belly from left to right to digest him faster. Studying the magazine, she impatiently waits for the thief in her stomach to finish digesting while looking at the picture and tapping her belly with her fingers. Realizing that this ruins her disguise, she returns to the bushes and pukes up only his clothes. Then she takes his clothes and boots for later use and walks away with it.

She first stops by Scrad & Charlie´s department to find him watching TV and eating junk food. Without them knowing she is Serleena, Scrad & Charlie gets impressed by her beauty, only to have her shove two tentacles into their ears as a bitter reminder of who they were talking to. They talk about finding the light and agree to look for information at a pizzeria nearby while she eats a greasy hamburger. At the pizzeria, Serleena questions an alien who might know the where-abouts of the Light; getting no usefull information, she slices him with her tentacles also she takes the pizza before leaving the pizzeria. She then goes to MIB headquarters, where she seduces a worker by revealing her bra, explaining that she "wants to learn how to be an underwear model since people tell her that she's got real potential". As a distraction, Scrad & Charlie fake a heart attack at the sight of Serleena's sexy lingerie. Next, Serleena uses her many tentacles to take everybody captive, except for Jay and Kay, both of whom escape via being "flushed". Serleena then releases the agency's convicts for some assistance. She then sends a handfull of these convicts after Jay as he attempts to restore Kay's memory. After a quick memory restoration and brief brawl, Kay and Jay discover the Light is actually Laura Vasquez, a worker at the pizzeria and daughter of Zarthan Queen Laurana.

Upon returning to headquarters, Kay is captured by Serleena, who taunts him over the death of his love, Laurana, and she seduces him by sticking her Kylothian tongue in his ear, but Kay is not amused whatsoever. At the same time, Jay stops the countdown of a machine that would launch Laura into space, and shoots Serleena before she can eat Kay. She is seemingly destroyed, but her initial worm form survives. Quickly, she regenerates and steals a futuristic vehicle to chase after the trio of Jay, Laura, and Kay. After an intense chase scene Serleena is tricked into being eaten by the giant worm, Jeff, along with her spaceship.

Thought to be safe from Serleena's wrath, the trio reach a rooftop and prepare a hidden shuttle for Laura to leave on. However, Jeff bursts through the roof and explodes, revealing Serleena in a giant mutated wormlike form. As Jay was thrown around by her tentacles, trying not to be eaten, Kay casually spoke with Laura before shooting Serleena, releasing Jay. After launching Laura, Serleena returned and showed her true form, that of a huge viney plant, and flew after Laura, but Jay and Kay casually shot her with their weapons, destroying her in a bright fireworks display, also avenging the deaths of the humans (except Creepy) and the aliens she had killed, before returning to HQ.

Trivia

 * Famke Janssen was originally cast as Serleena and had even filmed some scenes but was forced to drop out of the project due to a death in her family. Famke Janssen previously played Xenia Onatopp.