Directed by:
Jay Roach

Starring:
Mike Myers as Austin Powers/Dr. Evil(Dougie)/Fat Bastard/Goldmember
Beyoncé Knowles as Foxxy Cleopatra
Michael Caine as Nigel Powers
Seth Green as Scott Evil
Verne Troyer as Mini-Me
Michael York as Basil Exposition
Robert Wagner as Number Two (1997-2002)
Mindy Sterling as Frau Farbissina
Fred Savage as Number Three/The Mole
Diane Mizota as Fook Mi

• In the second film when Dr. Evil jokes around and says to Austin that he is his father. In this film Austin father is in it. So in the second why did Austin say "really" as a response when he knows who his father is. - TAZ
  • Well, as we all know that scene is a reference to Star Wars... and its only purpose is to be funny.

• What ever happened to Felicity? In the second one they showed what happened to Venessa. But in this one they act like Felicity never existed. Did her and Austin break up, did she go back to her own time or did she die? - TAZ

• When Dr. Evil and Mini-me are in jail. Mini-me's prison number is 1/2. Jails don't use fractions as numbers. And if they did it should have been 1/8. Since Mini-me is 1/8 the size of a normal person. - TAZ

• In the movie where Goldmember goes through the time machine to 2002. Austin says that he is going through the time machine. Foxy says the what machine? In 1975 people heard of the time machine through the book and movie. - TAZ

• In the movie Foxy tells Austin to take her to his time to stop Goldmember. How does she know that this Austin is from the future. She sort of of mentions that she did not know he was frozen so how would she know. Austin did not tell her that he came there through a time machine. - TAZ

• When Austin pulls the plug out of the statue that pees in the water and has to pee for it when he is done he zips his pants and you can see that his belt is on and his zipper is zipped. (Theatre) - Ritchie

• When Austin is singing on the stage just before he meets the twin Chinese girls you can see that his teeth are clean. (Theatre) - Ritchie

• In 1975 Foxy Cleopatra has an alfro. In 2002 she has long hair. But in the submarine she has the alfro again. How does she find time to change her hair do and save the world? - TAZ

• When Austin and Mini Me are in their "disguise" they knock into Two sailors waiting for their check - ups Next scene when they are walking away they are called in and taken before the two sea men WHO ARE MISSING!!! - Joel V "ZeroKool"

• (Continuity) When Austin and his dad enter Goldmember's room on the rotating bed and Goldmember takes the piece of skin off his forehead, notice that Foxy opens the skin box once and then in the next frame opens it again. - Cheri

• (Revealing mistakes) In the scene where Steven Spielberg and Gwen Paltrow do their flips Gwen's stunt double's wig falls off. - Satans_boxers

• (Continuity) When Austin Powers and his father are talking to Goldmember, the camera cuts to Goldmember who is peeling off his skin. Watch closely as Foxy opens up the skin case two times. (VHS) - ElOhAre

• (Revealing mistakes) When the Japanese twins and Austin sit on the bed at his house and the girl on the right lifts her leg her foot gets caught on some type of wire, seems like she would notice. - Kal

Corrected Goofs

• In 1975, Goldmember and others sing some words from the song this is the way I like it. That song was not made for another 15 years or so. - TAZ
  • Correction: You state that That's the way (I like it) by KC and the Sunshine Band wasn't released until 1990. That song was originally released in 1975. - ELWOOD
  • Correction: The song was released in September of 1975 and went to #1 in November of that year. It's never stated what month it is in 1975 so this is not an error. - Scott

• (Spoiler) This is a huge spoiler. Do not read this if you have not seen the movie yet. If Dr. Evil is Austin Powers' brother, how come he does not have a British accent. If he was really raised by Belgium parents he also doesn't have a Belgium accent. - TAZ
  • Correction: Well, it's obvious that they (Austin and Dr. Evil) were separated so maybe Dr. Evil was raised in a different family and acquired the accent. - teejay2453

Commented Goofs

• At the end where Austin sees that Fat Bastard lost a lot and I mean a lot of weight through the Subway diet. That is impossible to loose that much weight in that period of time by eating subways. I mean he must have weighed 1000 pounds and at the end he looked like he weight 150. How could he loose 850 pounds that fast. - TAZ
  • Comment: Actually in the first movie it says that he weighs 2000 pounds and at the end of this one he says he lost 150 pounds looks like a lot more to me. - Nikkibaby

Explained Goofs

• (Revealing Mistakes) When they cut to Buckingham Palace to witness the knighting of Austin Powers by Queen Elizabeth, an exterior shot of the Palace reveals that there is no flag flying from the flagpole to indicate that the Queen is in residence. - iseeu
  • Explanation: iseeu, they no longer fly the flag at buckingham to show whether the queen is in Residence or not. They do this for her safety. Sometimes they do fly it to throw people off. - RaeJay