Alien "cops" from the planet KALAFATIC and have come to Earth to round up that last of the "violators" anyone who has committed crimes against their planet. As they arrive through MiB Customs, the first on their list are the TWINS. The Kalafatic points his weapon and the twins disappear. Jay and Kay are on the scene but as they are about to apprehend the Kalafatics, one of them grabs a worm guy as hostage and turns his weapon on himself thus disappearing with the worm guy in tow. Kay explains the twins and the worm guy haven't been destroyed but “teleported" by the Kalafatic device. Kay teleports Jay with the confiscated teleporter, betting that it will land Jay at the same location with the escaped Kalfatic and the worm guy. At the very same time the Kalafatic has decided to release the worm guy and teleports him back to MiB. In the vortex created by the teleportation Jay and the worm guy's molecules merge and become mixed. Jay slowly begins to take on the worm's personality and has a caffeine habit that just won't quit. Kay is left with a pint-sized worm-guy partner who is now more like Jay than Jay. They head out to capture the renegade Kalafatic before he can get to Jeebs, the "last violator” and rescue the twins from their Kalafatic prison cell.