When Men in Black hit theaters on July 2nd, 1997, it was already fast becoming a phenomenon. It had a star-studded cast, including a freshly minted superstar in Will Smith. It had a hit song that briefly managed to overtake pop music. Now, 20 years later, it’s easy to take for granted how massive the movie was at the time — and how well it holds up. That’s not bad for a movie based on an obscure 1990 comic miniseries from a nigh-forgotten publisher.

The truth is, Men in Black works because it’s a sharply plotted and hilarious sci-fi film. So much of that comes from the script. Smith and the dry-as-a-bone Tommy Lee Jones have some of the best comedic back-and-forths in any movie. Smith plays — in a break from his charismatic and in-control film persona at the time — the bewildered comic foil to Jones’ world-weary agent who’s seen the weirdest things imaginable. But the film couldn’t have come together without some great, original creature effects for the aliens at its center.

‘Men in Black’ wouldn’t be so memorable with its creature effects

Mark Setrakian, a roboticist and designer who’s worked on movies and TV shows like Pacific Rim and Stranger Things, was instrumental in getting the practical alien effects ready for the shoot. Working with Industrial Light and Magic, he helped bring so many of the creatures on set to life, even voicing an alien in a pivotal scene. Without him, Men in Black probably wouldn’t have been the same.

I had the chance to speak with Setrakian this week about his work, practical effects in the age of CGI, and Men in Black’s legacy.

This interview has been edited for clarity and length.

Did you go into Men in Black with an aesthetic for the film already in mind, or was that a process working with Barry Sonnenfeld?

The way I recall it is that Barry wasn't really a sci-fi guy. In fact, the whole production didn't really have a strong feeling for sci-fi, or for aliens. I mean, my specific role at [lead designer] Rick Baker's was to do mechanics. I was really involved with creating the motion and bringing life to the puppets, and a couple characters. But what happened with Men in Black was, the script was constantly changing a little bit. Barry didn't have a really clear idea of what he wanted, so we just started making stuff. We had eight months to prepare before filming began, but we really had a hard time getting him to sign off on stuff. We just started making all these aliens. Then Barry would look at them, and say, "Okay, that looks good. That looks good. You know, change the color of that one."

The fantastic thing was that since he didn't really give us a lot of direction, we would show them stuff. We would actually make things and they would then write those things into the script. There were some pretty striking examples of that. Some of my favorite aliens in the movie are the worm guys.

[Concept artist] Aaron Sims had sculpted these maquettes for aliens that were supposed to be maybe eight or nine feet tall, but they had been made in miniature. One of the mechanics I was working with, named Jurgen Heimann, took these things, and he made some little poly foam casts of these maquettes. Then he built a little coffee break set in the mechanical shop, and we just shot this little vignette on video. He just goes, "Okay, well this might be cool." I sent it to Barry and they liked the idea so much, they wrote it into the film.

Talk to me a little bit about the Rosenberg alien because that is one of the more signature creatures in the film. Also, it's an animatronic robot with a robot inside a human body seemingly. What was it like creating that?

The Rosenberg alien came about in a really interesting series of exchanges. I'd been reading the script and there was a scene where Kay was going to reveal to Jay that there were aliens among us. They were sitting in a bar and he said, "Hey, like Chucky here, the bartender, he could be an alien." The bartender lifts up a little bit of skin around his neck and you see some light come out. That's how it was described in the script. I thought, “Eh, that seems pretty lackluster.” Let's do something really cool.

I drew up this thing. I actually built a little model of it, of this guy lifting up his entire face and revealing that his body was a robot and there was a tiny alien sitting in his head piloting him. The whole concept was just a throwaway. It was something that you would see for a second, like this really cool reveal, fake head with a hand and then this little alien. They liked the idea so much that they cut out the bar scene altogether and then wrote a completely different scene with the Rosenberg alien, which had dialogue and became this thing were it was revealing one of the plot points to the film.

So there's this body lying on the morgue table which is actually a flawless, silicone likeness of the actor. If you look at still photos or looked at the film, it looks like the guy is lying there. Inside his head is the cockpit interior. The cockpit interior was done by model makers at ILM. And then there was the actual little alien, also made by the team in Los Angeles. All of these elements had to be combined together in a way that works flawlessly because when the face is all closed up it has to be seamless.

The TV monitors inside the robot could play ‘The Simpsons’

I took all these various pieces and put them all together. At one point, what's kind of cool was that the little monitors, the little TV monitors inside the cockpit, actually worked. While I was working on putting the thing together late at night at work, I would watch the The Simpsons from the cockpit monitors. They actually worked inside. There was broadcast TV in those days and you could actually tune in to anything you wanted.

It was really just because we said, "We can do this. Here's this idea. We can do it." That little character was my idea, and I actually did the voice for him as well. It was probably one of the most fun and rewarding little bits of my career right there.

I'm getting the sense that it was enjoyable but also hectic on the set, getting this thing done and going back and forth with creating creatures, rewrites, and all of that.

Absolutely. For all of the joy to be had making things like the Rosenberg alien and the worm guys, there was also the real difficulty of dealing with another character, which was the Edgar bug. That went through a lot of changes as well.

In this case, the Edgar bug was this huge 15-foot-long giant insect monster. We actually built two of them. They looked pretty different from how it appeared in the final film, which was ultimately a CGI creature. That was something where it takes a lot of time. The visual effects producer, Eric Brevig, I think he convinced Barry that we could do it more economically in CGI. I don't know if that's true or not but that's ultimately what happened. That was disappointing. Design-wise I was never really crazy about it. This is something that happens a lot, where a character turns into a monster at the end. This happens in the Marvel movies, it happens in lots of movies. You've got this great actor, Vincent D'Onofrio, playing your villain and then in the final act of the film you're going to take him away and replace him with something else that doesn't speak.

At the same time, you've got all these other great characters that were done practically. One in particular was a combination of practical effects and CGI, which was the pawn shop owner played by Tony Shalhoub. That was series of character makeups that were then blended together with CGI.

It was really an absolute joy working with my colleagues at ILM getting that stuff together because you've got one team making one thing and a different team making something else. Then you've got to put them together and they have to fit. It seems like a recipe for disaster, but it wasn't. It worked incredibly well.

Where were you in career relative to now? How do you think of your career then now 20 years later?

I started my career in '85 and I got a job at ILM. I worked at ILM in their creature shop for a while. It was just in Northern California. Then I moved and I started working for Rick, gosh, maybe just a few years later, like in '87. I'd already been working with Rick for nine years at that point.

The thing about, I'm a mechanic, you know. I do robotics and animatronics and I'm a puppeteer. So I think, just because of where I was and who I was working with, the approach that I took, or the degree to which I looked at the results I was getting, is maybe a little different if I was working for a shop that just did puppets. Or didn't have someone like Rick who was so very hands-on and such a really discerning eye. I think that's something that is incredibly important that I learned both from Rick and also from one of his protégés, Kazuhiro Tsuji.

Kazu, more than anything, taught me how to see things. You look at an eye. The closer you look at it, the more you see all of the structure, all these details that we take for granted. When you put all those details in that maybe you didn't really think about, it sort of transcends and becomes much more real than if you didn't do all that stuff. I've really pursued that notion in my work.

To try to answer your questions of where was I at that time in my career, and where am I now? Well, I'm happy that between 1997 and just last year, I've been able to continue doing animatronic creature effects work. I was, and I am still today, learning and trying new things.

How has the industry changed specifically for practical effects creators?

I think in many cases there's a lot of pressure to get stuff done in post rather than to prepare ahead of time in preproduction or to have enough time to shoot stuff in the beginning of photography. I was just having a conversation with someone recently. He's a Stanford guy and he was talking about the prequel to The Thing that came out a few years ago. He was talking about how he felt that the effects were somehow given short shrift. There was much made of how the practical effects had been replaced in many cases with CGI. I said, I think most likely what happens is you're on set and they say, "Okay, bring in the practical creature. Okay, we roll. Okay, camera B roll. Okay, cut. Moving on."

“Practical effects have become a luxury item.”

For [something like] Mad Max: Fury Road, we've storyboarded the entire film. I don't really think there was a whole lot of dialogue at that. That movie was done so incredibly well. It was such an incredible blending of visual effects, practical effects, the practical cars. A little bit of CGI to blend everything together. Incredible planning. I feel like more and more that sort of thing is become sort of a special occasion. The other thing that I would say about that movie is that to get those effects with the cars driving around the desert, the right thing to do was to go to the desert and put the cars in the desert.

Practical effects have become a luxury item, especially practical creatures, which most productions don't think they can afford, I guess.

Do you think a movie like the original Men In Black can be made now?

Yes, but I don't know. I think that it could be done. I mean, the amount of time that it takes to make the stuff. The fact that there wasn't a lot of planning going into the movie. The way that it turned out so well. The movie is so tight, short. It's almost a perfect movie. Going into it, we had no real confidence that it was going to turn out as well as it did. The fact that Barry wasn't really a sci-fi guy didn't matter. The fact that he had a dry sense of humor and a really good sense of pacing, a really good sense of visual style, that's what mattered. That really made the movie great.

If you had that, if you had someone who had a great storytelling sensibility but then who also had the ability to do enough planning that we could generate the stuff needed for the film with today's parameters, which is a very short preproduction cycle, not as much time to actually shoot stuff on set, and then a whole lot of post-production time.... I don't know. It seems unlikely to me.

Could you give me a picture of one of the crazier days working on set?

Sure. There's a great scene in the movie where a baby is born and it’s on a road heading out of New York. We can see Ellis Island in the background. The alien named Redgick has been pulled over by our two heroes. His wife is in the backseat. She's about to give birth, right?

There were a few things that we knew we needed. We needed the little baby alien and it had to squiggle around and become squid-like. We need the baby alien to puke. We needed the baby alien to suck its thumb. We're testing the baby alien work in the shop, and we've got the baby alien set up in the mechanical shop, which they couldn't shoot. Here it is, in the mechanical shop. We've got a camera set up. We've got the baby, it's facing the camera and it's sort of facing the wall. The camera is just there, smack, and plastic everywhere. Everybody is standing behind the safe area behind the baby alien facing away from where it is. We pressurize the thing, the tube pops out, it flies around and it squirts all this fake barf all over the entire crowd!

We fixed so that didn't happen again. Then we took it to New York. The thing required, I think, four puppeteers, and I was one of them so we needed three more. You see Will Smith flop back having caught this baby that's ejected out of his mom's station wagon so he kind of lands on his butt holding this squiggly thing. He looks at the baby, he's holding it. The little baby barfs on his face. Then the little baby sucks on his tentacle thumb. It was just really cool.

What are you up to now?

I've diversified a little bit. I've been doing robotics for other purposes besides movies. Actually, the last thing that I did that was shot was I worked on [the Demogorgon] for Stranger Things season 1. That was really fun. I've worked on this art robot for Jordan Wolfson, which is a dancing, female robot that is almost indescribable. If you Google “creepy dancing robot,” it will come up. It's the first hit. I'm not kidding, you'll see it.

“‘Men in Black’ is a touchstone of my career.”

Twenty years later, I'm still just as happy with the result of that work as I was when the film first came out. It's kind of a touchstone of my career. I look back at that from time to time and think about what was I thinking at the time? How much work did it take? How much time did it take to actually do that? It's a bit of a reality check.