A wisecracking dog, hedonistic night crawlers, bodyless heads flying tiny aircraft machines, a giant subway-eating worm, and an alien monster hidden inside a Victoria’s Secret model are some of the amazing creatures Will Smith and Tommy Lee Jones confront in Men in Black II. As with the original Men in Black, plot assumes little importance in this fast-paced sci-fi sequel. It’s the creatures that count. Who could predict the most interesting one would be a little pug bulldog with a big mouth? Maybe W.C. Fields was right when he advised actors never to accept a part in a film with a child or a dog.

Although the first MIB made me feel more secure knowing there’s a secret government organization monitoring outer-space aliens living among us and protecting Earth from invasion, our planet is in jeopardy again at the beginning of MIB2. The key to saving the world? Only Agent K (Jones) knows. Unfortunately, he’s been "neuralized" -- a process blocking out all his memories. It's up to Agent J (Smith), his former partner, to bring him back into the fold. But K doesn’t recall anything about being a Man in Black. He’s now in charge of a small post office. Much to K’s surprise, J exposes his postal co-workers as aliens. "That’s why you feel so comfortable here," J points out.

After K regains his memory, the two agents join forces again to battle Serleena (Lara Flynn Boyle), an evil alien queen who makes Medusa look like a household pet. Boyle camps it up royally in an over-the-top performance that works for me. Projecting so much venom as a prosecuting attorney in television’s The Practice probably served as excellent training for this role. Johnny Knoxville, playing Serleena’s two-headed helper, doesn’t come across as well. He's too handsome in a part that screams out for Vincent D’Onofrio.

Now, about that scene-stealing dog. His name is Frank. "I may look like a dog, but I’m only playing one on Earth," he insists. Frank works for the Men in Black agency and always wants to help. But he can’t hold his tongue. Whether irritating Smith’s character by singing "I Will Survive" while they’re working on an assignment together or mouthing off at other agents, Frank takes over the screen whenever he appears. He deserves his own movie.

While not as awesome as the original, MIB2 features one creative touch of exceptional merit. Tiny worlds exposed in surprising places gave me the same wondrous feeling I had as a youngster watching Gulliver’s Travels. Sorry, but I can’t say anything more without spoiling this special treat for you.

Returning as Z, the boss of Men in Black, Rip Torn shows off his tumbling skills (with lots of help from special effects). And Tony Shalhoub is back as Jeebs, an immigrant alien who gives new meaning to the term "heads up." Playing a witness with tender feelings for one of the Men in Black, Rosario Dawson brings a wide-eyed innocence to this key role.

Happily, the pairing of Will Smith and Tommy Lee Jones pays off again in MIB2. I think they’re very funny together, probably because of their differences in temperament and appearance – Jones’ surly manner contrasts so well with Smith’s effervescent attitude. Here’s hoping they find time to team up for Men in Black III.

(Released by Columbia Pictures and rated "PG-13" for sci-fi action, violence and some provocative humor.)