Kylothian

The Kylothians are a race of invertebrate alien worms with a snake-like appearance and plant-like qualities. They are omnivorous beings and originate from the planet Kyloth in the system of the same name. Only one Kylothian has been seen on screen to date: Serleena, the queen of her race and served as the the primary antagonist of Men in Black II, whom came to Earth looking for the cosmic power known as the Light of Zartha.

Technology[]

Space Ship[]

The technology of this race has not been observed in detail, but it is known that their spacecraft, at least that of Queen Serleena, have a rather compact design. These ships are small in size and are notable for their golden color. Their structure features a conical base, a rounded top, and they are equipped with three slender legs that provide stability.

Weapons[]

The Kylothians also possess highly sophisticated weaponry. One of the most iconic examples is the weapon used by Queen Serleena to eliminate the princess of the Zarthans. This device combines advanced energy-based technology with a refined and symbolic alien aesthetic—hallmarks of Kylothian design.

The weapon is constructed from a shiny golden-toned metal, visually similar to gold or bronze, but likely composed of an unknown alloy with high energy conductivity and extreme thermal resistance. Its structure consists of multiple curved and interconnected tubes, reminiscent of musical instruments such as a trumpet or French horn. This suggests the possible use of frequency tuning or controlled resonance as part of its internal mechanics.

At its core lies a metallic sphere or energy nucleus, featuring a cracked surface that may indicate containment of exotic matter, unstable plasma, or even a micro-scale quantum energy source. The front of the weapon ends in a sharpened conical point, likely serving as the primary channel or emitter for projectile discharge.

Every aspect of the design points to an internal mechanism for energy conversion and channeling, capable of transforming matter or plasma into highly lethal projectiles. This functional elegance reflects the Kylothian cultural mindset—power, precision, and beauty in perfect technological symbiosis.

History[]

It was said that the Kylothians and the Zarthanians had been at war for more than fifty years, a conflict that began in the 1920s. For over 50 years, since the 1970s, the Kylothians, led by their queen, Serleena, had been trying to overpower the Zarthanians, who had brought the Light of Zartha to Earth to protect it under the supervision of the MIB agency.

Serleena, a high-ranking agent in the Kylothian army and queen of the Kylothians, arrived on Earth years ago upon discovering that the Zarthanians had hidden the Light on the planet. On a rainy night, Serleena met with the Men in Black and the Zarthanian princess, Lauranna, on a farm in the middle of a vast plantation. There, she demanded they hand over the Light, but Agent K stated that the MIB were neutral in the conflict and that if she wanted the Light, she would have to find it herself. He then activated a device on his watch, which opened the roof of what appeared to be a simple tower, revealing a spaceship that took off into space.

Believing that the ship contained the Light of Zartha, Serleena shot Lauranna, killing her to gain an advantage in the war. She then quickly boarded her own ship and pursued the spacecraft launched by the Men in Black. For years, Serleena traveled from planet to planet searching for the ship, destroying entire worlds in her bitter rage at failing to find what she sought. Finally, Scrad contacted her, notifying her that the Light of Zartha had been on Earth the entire time.

Upon receiving the news, Serleena immediately set course for Earth, landing in New York City. In the form of a worm, so she started to crawl through the park, thinking of whom she could transform into.

But luckily, as the serpent slithered across the ground, she came across a magazine. Wind blows the pages open to an ad for Victoria's Secret, the female model Lara Flynn Boyle, who wears black lingerie. The head of the serpent opens wide and then hundreds of serpents come out, forming a full copy of Lara, allowing the Kylothian Queen to take on her form. It was used as a disguise throughout the rest of the story up until the end, where her façade is found out and she is forced to show her true form.

Psychological Characteristics[]

Little is known about the psychology or culture of the Kylothians, as only one individual has ever been recorded on Earth: Queen Serleena. Even in her smallest form — a neural root — she displayed defensive behavior and instinctive authority. She hissed aggressively to scare off a barking dog, successfully intimidating it without resorting to physical violence. This gesture suggests emotional intelligence and an ability to intimidate without unnecessary aggression.

It remains unclear whether these reactions are typical of the species as a whole or unique to the queen. Nevertheless, Serleena also demonstrated a voracious appetite, having been observed consuming both human food and humans themselves. This may indicate a flexible omnivorous biology.

Given the sophisticated design of their weaponry and spacecraft, it can be inferred that the Kylothians possess a culture with a strong aesthetic and symbolic sense. Their golden-colored technology, made from exotic materials with energy-conductive properties, suggests a high level of advancement and refinement. This may also be reflected in their collective psychology—possibly oriented toward dominance through visual power, calculated intimidation, and technological superiority, rather than constant direct aggression.

Physiology[]

Serleena Kylothian kylothiana kylothiano real form

Due to the shapeshifting abilities of Kylothians, their precise description is difficult to pinpoint. Serleena, the only observed Kylothian, first appeared in the film as a basal creature — labeled by the filmmakers as the ‘neural root’ — an eel-like or worm-like being with a bulbous head based on an artichoke. In their native forms, Kylothians appear to be somewhat slimy and wet. Agent K described Kylothians as "slimy" and being invertebrates. The neural root can flare out and evert innumerable tentacles to ensnare others or change form. Serleena even demonstrated that she can harmlessly detach her generated neural roots from her fundamental being to act like unconnected snakes, as seen when she enveloped most of MIB's agents in her neural roots and then detached them from her human form to contain the agents. In the film’s finale, Serleena took a scaled-up version of her primitive form; essentially, this was her original form at the beginning of the film, albeit at a much larger size and more worm-like. In a last attempt at getting the Light of Zartha, the defeated Serleena worm vomited a swarm of tentacles - although they originated from her damaged, fundamental form, she seemed to have transferred her consciousness to this mass of neural roots, given its face-like outline.

Powers and Abilities[]

Shapeshifting: Kylothians' neural roots can evert innumerable tentacles to change shape. As Serleena's tendrils multiplied, the primary neural root transformed into a Victoria's Secret model in black lace lingerie — it appears Serleena's neural roots grew and wrapped around themselves, taking the shape of a woman. It looked as though there was a clear shell of a woman, and this root was growing inside that shell. Eventually, the roots got so tight it started looking like skin as well as shaping into her human form's other aesthetics (i.e., lipstick, beauty mark, hair, polished nails, lingerie and high-heeled shoes). At the beginning of Serleena's transformation, when the neural roots first started coming out, they were various thicknesses; but by the time they begin weaving into her face, they had become so small, thin and uniform they were like a pot of angel-hair pasta. It is also worth noting that after Serleena was blasted by Agent J she was not only able to quickly reform herself, but this also included replicating her clothing and jewelry.
Tentacle Extension: For most of the film, ever-multiplying tentacles emerge/regress from Serleena’s fingers, which she uses to either ensnare her victim or as a whip. Serleena also showed that she could amputate her extended neural roots without apparent harm to herself, such as when she ensnared the members of MIB in what Frank described as a giant "Chia Pet."
Vocal Replication: Kylothians can mimic other's voices, as Serleena did with Frank's.
Prehensile Tongue: Kylothians, at least in human form, can make their tongue grow longer, as seen with Serleena.
Regeneration: Kylothians's shapeshifting allows them to rapidly regenerate from damage sustained on their bodies, even if only a small remnant of themselves remains. Agent J blasted Serleena to bits with an old MIB shotgun (a gift to Zed from Chuck Heston), yet a few minutes later she reappeared in her human guise, completely regenerated.
Contortive Ingestion: Kylothians can swallow very large objects and digest them in seconds, as seen when Serleena, in her human guise, swallowed a mugger known as Creepy whole. She also proved capable of intentionally regurgitating his remains, after seeing eating him ruined her shapely human figure.
Superhuman Strength: Kylothians evidently have some degree of superhuman strength, seeing as how Serleena, while in her human form no less, was able to casually overpower an adult male on several occasions - on three accounts her victims were ordinary human men, and the other was a Zarthan.
Superhuman Durability: Kylothians are obviously very durable, probably stemming from their shapeshifting/regenerative capabilities. In her human disguise, Serleena seemed unfazed by Zed's assault and quickly incapacitated him. She also survived being eaten by Jeff, a gigantic worm alien living in the New York City Subway and absorbed him instead of the other way around.
Longevity: Kylothians are shown to age at a much slower rate than that of humans. While it's unknown how long they truly live for, it was clearly shown that Serleena had been alive well before and passed 1978.
Size Alteration: Despite being naturally small, Kylothians are clearly able to alter their size. This was seen when Serleena was able to take on the form of a human woman and even able to absorb Jeff's size after he ate her.
Asexual Reproduction (Hypothetical) : Although not officially confirmed, there is a strong possibility that Kylothians are capable of reproducing asexually through the fragmentation of their tentacles or “neural roots.” This theory is supported by several observations seen in Men in Black II:
- Detached tentacles retain autonomous movement, emit shrieks, and open small “mouths,” suggesting the presence of independent nervous tissue.
- When Serleena is nearly destroyed by Agent J, she manages to survive and fully regenerate from a single tentacle, preserving her previous memories and identity.
- According to this logic, if more than one tentacle with a neural core were to survive, multiple copies of Serleena could be generated, each with the same memories up to that point. These pieces of evidence have led to speculation that Kylothians are modular and colonial organisms, where each root contains both the genetic material and mnemonic information required to regenerate an entirely new individual.

Weaknesses[]

Advanced Weaponry: Men in Black artillery seemed capable of weakening and apparently killing a Kylothian, albeit with substantial effort.
Disintegration: It appears that total disintegration is the only conventional method to totally destroy a Kylothian.