**MiB3** opens on a prison moon base. Boris aka "the Animal" (Jermaine Clement) escapes to settle a score with MiB Agent K (Tommy Lee Jones). Back in 1969, Agent K amputated Boris' arm as Apollo 11 prepared for blast off. Agent J ( Will Smith) is kept in the dark to this history, until Agent K disappears into thin air.
With the help of Agent O (Emma Thompson), Agent J time travels to 1969 to kill Boris and rescue Agent J. On the radio, Agent J drives big cars with fenders and listens to rock 'n roll on AM radio. He meets Andy Warhol (Bill Hader), who may be a MiB Agent. The **MiB3** plot meanders until the predictable climax during the Apollo 11 lift off.
After the predictable climax,***MiB3** contains a surprisingly emotional revelation that explains the relationship between Agents K & J. This one emotional scene makes up for all of the superficial action of **MiB2** and **MiB3** combined.
As the younger version of Agent K, Josh Brolin does a decent impression of Tommy Lee Jones. Will Smith takes center stage this time, but like a good ringmaster, he knows when to defer the spotlight to his supporting players.