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Lara Flynn Boyle: 'Men in Black II'

(In Style) -- Big hair, bold makeup and a biker-chic black outfit is de rigueur for the New York City woman. And it's especially appropriate when she's really an alien-turned-lingerie model who's plotting to take over the world, like Serleena, Lara Flynn Boyle's character in "Men In Black II."

"That's why she's a little more 'done' than most people on the streets," says hair stylist Jan Alexander.

But Boyle's biggest challenge was the custom-made body-hugging outfit she wears throughout the film. "She couldn't sit," says costume designer Mary Vogt, "and she had to bend from the hip."

That certainly explains one very traditional prop on the set: Doris Day's old slantboard. (Day used it to rest on between scenes. Boyle did the same.) "She was a really good sport," says Vogt.

Hair

To get that overdone do look, Alexander applied Kerastase Emulsion Nutri-Instantane conditioning mousse and blew most of the curl out of Boyle's hair. She then set pieces in large hot rollers, and left them in for just a few minutes. She let them cool and sprayed the base of each roller section with Alterna Life Volumizing Flex Hold hair spray. Then Alexander back-combed at the base of each part to give lasting shape, styling Boyle's hair into a "do." "And it was a 'do'," she says laughing. She finished off with a light mist of the Alterna spray.

Eyes

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Denaver wanted to make Serleena's eyes "dark, smoldering and mysterious." So, she started with Shu Uemera Pressed Eyshadow powders in M970in the outer corners, M990 from center of lid to outer corner and a combo of M698 and P940, blended from the center of the lid to the inner corner. She then lined the eye with Mac Eye Pencil in Ebony and La Femme Cake Eye Liner in Black for a dramatic effect. After prepping Boyle's lashes with Shu Uemera's lash curler she finished with a coat of Almay One Coat mascara in Black for lengthening.

Face

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Makeup artist Deborah Lamia Denaver started by prepping Boyle's skin with LaMer Light Day moisturizer. She then combined Shu Uemura's Nobara cream #764 and #564 for the base, and applied with a moist sponge. To cover Boyle's freckles, she used Shu Uemura's Mark concealer in #4, #5, and #6. She applied Shu Uemera blush in M Wine 23 (Boyle's favorite) and M Pink 31 to the cheeks, and finished with a dusting of Shu Uemera's loose powder in Camel. To complete the look, Denaver used Nars Lip Pencil and Lipstick in China Red.

Clothes

Vogt knew she wanted Serleena's outfit to be two things: form fitting and -- get this -- red! After deciding head-to-toe black would be more dramatic with Boyle's coloring, she started with a corset crafted of Stingray (as in the fish) and black patent leather. "Stingray looks like beading. The texture on it is all different." And since Boyle performed many of her own stunts and needed to have her arms covered, Vogt designed a little bolero jacket out of lambskin leather. "I didn't want to engulf her, so I added a lot of curved seams," she says. The pattern for Serleena's pants was copied from a pair of Boyle's own favorites and created from a combination of lambskin leather and lycra. Vogt added a six-inch platform to a pair of black Jimmy Choo boots. "She wore them just like sneakers," Vogt says.