The third film in the Men in Black franchise has topped the UK charts afters its first weekend on release.
The Sony Pictures release took an estimated £2.9m to knock Sacha Baron Cohen comedy The Dictator from the top spot.
Marvel's Avengers Assemble continues to pull in audiences, claiming third place after five weeks on release, while pregnancy comedy What To Expect When You're Expecting debuted in fourth.
Tim Burton's gothic saga Dark Shadows rounded off the top five while Wes Anderson's Moonrise Kingdom debuted in seventh spot with a so-so £250,000 gross.
This week's box office chart will be fiercely contested by Ridley Scott sci-fi Prometheus and Universal's Snow White and the Huntsman.
The Top 10 films at the UK box office are (last week's position in brackets):
1 Men In Black 3 - £2.9m (-)
2 The Dictator - £1.1m (1)
3 Avengers Assemble - £872,664 (2)
4 What To Expect When You're Expecting - £661,617 (-)
5 Dark Shadows - £409,560 (3)
6 American Pie: Reunion- £362,323 (4)
7 Moonrise Kingdom - £251,760 (-)
8 The Raid - £116,340 (5)
9 Beauty and the Beast 3D - £69,795 (6)
10 Iron Sky - £66,076 (-)