Serleena

"Oh, yummy. There's someone I need to eat."

- Serleena

Serleena Xath was an operative of the Kylothian military and the queen that has spent the last 25 years searching for the Light of Zartha. She was infuriated that Agent Kay tricked her into that fruitless search and wanted to squeeze him to death "like a tube of toothpaste."

She is the main antagonist of Men in Black II, and her human form was portrayed by Lara Flynn Boyle.

History
For over 50 years the Kylothians had been at war with the Zarthans, since the 1920s. An operative of their military, 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 despaired as what she though was the Light of Zartha, flew into orbit. Over the years she traveled 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 in the form of the serpent, she slithers across the ground, coming across a magazine. Wind blows the pages open to an ad for Victoria's Secret, where the female model Lara Flynn Boyle is on the page. She then proceeds to transform into an exact copy of the woman in the picture, and moments after she is finished, she is attacked by a mugger named Creepy, who drags her behind a bush with the intent of raping her. He is instead eaten by Serleena however, and she returns to the magazine with a full, fat-looking stomach that sloshes and gurgles with every step she takes. Realizing that her big belly ruins her disguise, she growls in annoyance while her stomach growls loudly. She regurgitates his remains before his clothes can be digested, taking them to change into.

She first stops by Scrad/Charlie's department to find him watching TV and eating junk food. Without him knowing she's 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 pizzaria nearby while she eats a greasy hamburger.

At the pizzaria, Serleena questions an alien who might know the where-abouts of the Light; getting no usefull information, she slices him with her tentacles. She then storms MIB headquarters, taking everybody captive and releasing 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 quck 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 Lauranna.

Upon returning to headquarters Jay stops the countdown of a machine that would launch Laura into space, and shoots Serleena before she can eat Kay (with Kay alluding to this, although Serleena arrogantly assumed that Kay was going to deliver the killing blow until he corrected her), also telling her that her flight is canceled, referring to her plan of sending Laura via a spaceship to Kyloth. 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 viny plant, and flew after Laura, but Jay and Kay casually shot her with their weapons, destroying her for good in a bright fireworks display and returning to HQ.

Personality
Serleena was described by Agent Jay as "one of the most feared aliens in the universe." She was extremely hostile and aggressive, displaying an obsessive need to retrieve the Light of Zartha. She also showed an extremely hearty appetite, eating food quite frequently - either be human food or humans themselves. She also talks slickly and is able to get someone whatever they want if they do something for her.

Physical Appearance
Because of her ability to metamorphose, it's unclear what Serleena actually looks like. In the archive footage of 1978, Serleena appears to be a humanoid mass of vines and tendrils; when she first lands on Earth, she looks like a tiny snake-like plant creature.

Her Lara Flynn Boyle disguise is her most prominent form. In Agent K's flashback, Serleena takes the shape of a cloaked woman with vines for a face. After being eaten by Jeff in the subway, Serleena takes the form of a huge snake-like plant beast, and then a mass of vines with a human face.

Some of the concept art for Serleena depicts her looking like humanoid-plants, a cecealian-like plant creature, and in a few instances, a four-legged monster plant, and human-like sea monsters.

Powers and Abilities
Serleena possessed all the standard powers and abilities of a Kylothian.

Weaknesses
Serleena had all the standard weaknesses of a Kylothian.

Other Appearances

 * In Men in Black: Alien Crisis a simulation of her plant form is used as a boss fight during initiation.
 * In the Men in Black III App, Serleena appears in her plant form as a boss.

Appearances

 * Men in Black II
 * Men in Black 3 App
 * Men in Black: Alien Crisis

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.
 * Halle Berry, Jennifer Lopez, and Yeardley Smith auditioned for Serleena.
 * Serleena's goals are very similar to Edgar the Bug's from the first movie.
 * Serleena is similar to Mother Brain and Ganondorf from the Metroid and Legend of Zelda franchises, respectively: each of them desire to acquire a great power source or weapon and use it conquer the world, and in some cases, the whole universe.
 * A behind the scenes source (The Director) implied that she actually, ironically enough given her personality, she had loved ones back on her homeworld, possibly even children.
 * In her alien identifier file it says she is an operative of the Kylothian Military, possibly meaning she is not the apex of the Kylothian and there is a higher power she answers to.