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Austin Powers in Goldmember is a 2002 American spy action comedy film directed by Jay Roach, and the third installment in the Austin Powers film series. It stars Mike Myers in the title role, and was co-written by him and Michael McCullers. Myers also plays the roles of Dr. Evil, Goldmember, and Fat Bastard. The movie co-stars Beyoncé in her theatrical film debut, as well as Robert Wagner, Seth Green, Michael York, Verne Troyer, Michael Caine, Mindy Sterling and Fred Savage. There are a number of cameo appearances including Steven Spielberg, Kevin Spacey, Britney Spears, Quincy Jones, Tom Cruise, Danny DeVito, Katie Couric, Gwyneth Paltrow, John Travolta, Nathan Lane, and The Osbournes.

Austin Powers in Goldmember
Theatrical release poster
Directed byJay Roach
Produced by
  • Jan Blenkin
  • John S. Lyons
  • Eric McLeod
  • Demi Moore
  • Mike Myers
Screenplay by
  • Mike Myers
  • Michael McCullers
Based onCharacters
by Mike Myers
Starring
  • Mike Myers
  • Beyoncé Knowles
  • Seth Green
  • Michael York
  • Robert Wagner
  • Mindy Sterling
  • Verne Troyer
  • Michael Caine
Music byGeorge S. Clinton
CinematographyPeter Deming
Edited by
  • Greg Hayden
  • Jon Poll
Production
company
Gratitude International
Team Todd
Moving Pictures
Distributed byNew Line Cinema
Release date
  • July 26, 2002 (2002-07-26)
Running time
98 minutes
CountryUnited States
LanguageEnglish
Budget$63 million
Box office$296.7 million

In a self-parody of the Austin Powers series, there is a film within the film in the opening. Austin Powers is featured in a bio-pic called Austinpussy (a parody of the James Bond film Octopussy) directed by Steven Spielberg and starring Tom Cruise as Austin Powers, Gwyneth Paltrow as Dixie Normous, Kevin Spacey as Dr. Evil, Danny DeVito as Mini-Me, and John Travolta as Goldmember.

Goldmember is a loose parody of the James Bond films Goldfinger and You Only Live Twice, also incorporating elements of The Spy Who Loved Me, Live and Let Die, The Man with the Golden Gun and GoldenEye. The film grossed $296.6 million at the box office internationally.

Screenplay

In his new headquarters behind the famous Hollywood sign, Dr. Evil plans to travel back in time to 1975 and bring back Johan van der Smut, aka "Goldmember", who developed a cold fusion unit for a tractor beam which Dr. Evil names "Preparation H". He intends to use the tractor beam to pull a meteor into the Earth, striking the polar ice caps and causing a global flood. Moments after this plan is revealed, Austin Powers and the British Secret Service attack the base and arrest Dr. Evil. Austin is knighted for his services, but is disappointed when his father, the famous super-spy Nigel Powers, does not attend the event. Basil Exposition later informs Austin that Nigel has been kidnapped, and the only clue is that the crew of his yacht have had their genitalia painted gold.

Austin visits the imprisoned Dr. Evil, who tells him that Goldmember is behind the abduction. Time-travelling to 1975, Austin infiltrates Goldmember's roller disco club and is reunited with his former lover, FBI agent Foxxy Cleopatra, who is undercover as a disco singer. With Foxxy's help, Austin locates his father, but is unable to rescue him. Goldmember takes Nigel through Dr. Evil's time machine into the present day. Foxxy wants revenge on Goldmember for murdering her partner, and accompanies Austin in his pursuit. In the present, Dr. Evil and Mini-Me instigate a riot in their prison, allowing them to escape. A British Intelligence mole named Number 3 informs Austin that Dr. Evil has moved to a new lair near Tokyo. Austin and Foxxy travel to Tokyo and confront Fat Bastard, who is now a sumo wrestler, but still does work for Dr. Evil. Fat Bastard explains that a Japanese business man, Mr. Roboto, is working on a device for Dr. Evil and Goldmember.

Austin and Foxxy later meet with Mr. Roboto, who pleads ignorance about Nigel's whereabouts. Unconvinced, Austin and Foxxy infiltrate Roboto's factory where the command unit for the tractor beam is being loaded in Goldmember's car, and Roboto hands Goldmember a golden key needed to activate the beam. Foxxy confronts Goldmember while Austin attempts to free Nigel, but Goldmember escapes with the command unit and flees to Dr. Evil's submarine. Unable to settle their differences, Nigel and Austin part ways when they disagree on how to deal with the situation. Meanwhile, Dr. Evil's son, Scott Evil, has become increasingly evil in an attempt to prove himself to his father, to the point that he too is going bald. Scott presents his father with sharks with laser beams attached to their heads, a request that had gone unfulfilled in the first film. Dr. Evil replaces Mini-Me with Scott as his favored son; the rejected Mini-Me defects and joins Austin.

Austin, Foxxy and Mini-Me (now a miniature version of Austin) infiltrate the submarine, but Austin is captured. Dr. Evil prepares to activate the tractor beam, but Foxxy has stolen the key and frees Austin. Austin prepares to shoot Dr. Evil, when Nigel appears and reveals that Austin and Dr. Evil are both his sons, telling them that when they were babies, he and their mother took them to Belgium for a family holiday and he stepped out of the car to have a tinkle in the bushes when their car exploded. Dr. Evil tells him that his parents died in that car accident, but Nigel reveals that the explosion came from an assassination attempt and he thought at first that only Austin survived and didn't know that Dr. Evil survived too until after the two Belgians made him evil. Dr. Evil and Austin embrace, enraging Scott, who flees to pursue his own vengeance, whilst Goldmember commandeers the tractor beam's controls, unzipping his pants to reveal his gold-covered genitals to be a spare key. Goldmember activates the tractor beam, but Austin and Dr. Evil work together to reverse its polarity, destroying the meteor and saving the world. The heroes arrest Goldmember, who turns to the camera to reveal the entire string of events was adapted into a film by Steven Spielberg, starring Tom Cruise as Austin, Kevin Spacey as Dr. Evil, Danny DeVito as Mini-Me, and John Travolta as Goldmember. Austin, Foxxy, Dr. Evil, Mini-Me and Nigel are in the audience of a Hollywood theater watching the film. Upon exiting the theater they run into Fat Bastard, now thinner but flabby, thanks to the Subway diet. As Austin and Foxxy kiss, in Dr. Evil's Hollywood lair, Scott – now completely bald, dressed like and laughing in a manner similar to his father – declares he will get his revenge on Austin and begins dancing like Michael Jackson.

  • Mike Myers as Austin Powers, a British agent.
Myers's other roles in the film include:
  • Dr. Evil, a Belgian supervillain and Austin Powers’ nemesis and long-lost twin brother.
  • Fat Bastard, a Scottish former Ministry of Defence soldier who now works as a Japanese sumo wrestler.
  • Goldmember, a Dutch supervillain, henchman of Dr. Evil and the main antagonist of the film.
    • Aaron Himelstein as young Austin Powers
    • Josh Zuckerman as young Dr. Evil
  • Beyoncé Knowles as Foxxy Cleopatra, Austin's new sidekick and Goldmember's rival
  • Michael York as Basil Exposition, Austin's boss
    • Eddie Adams as young Basil Exposition
  • Michael Caine as Nigel Powers a British agent and Austin's father
    • Scott Aukerman as young Nigel Powers
  • Robert Wagner as Number Two, Dr. Evil's henchman
    • Rob Lowe as Middle Number Two
    • Evan Farmer as Young Number Two
  • Seth Green as Scott Evil, Dr. Evil's son
  • Verne Troyer as Mini-Me, Dr. Evil's mini doppelganger
  • Mindy Sterling as Frau Farbissina, Dr. Evil's wife
  • Fred Savage as Number Three / Mole
  • Brian Tee as Godzilla Pedestrian
  • Masi Oka as Godzilla Copyright Pedestrian
  • Clint Howard as Radar Operator Johnson Ritter
  • Michael McDonald as Royal Guard
  • Donna D'Errico as Female Vendor
  • Fred Stoller as Melon Guy
  • Greg Grunberg as the shirtless fan with the letter "T" (Greg's brother Brad Grunberg is the fan with the "A")
  • Kinga Philipps as Mrs. Powers
  • Kevin Stea as Assistant Director of "Austinpussy" / Dancer
  • Anna-Marie Goddard, Nina Kaczorowski, and Nikki Ziering as henchwomen
  • Ming Tea as Themselves
  • Rachel Roberts as The Model
  • Susanna Hoffs as Gillian Shagwell
  • Matthew Sweet as Sid Belvedere
  • Christopher Ward as Trevor Algberth
  • Carrie Ann Inaba as Fook Yu
  • Diane Mizota as Fook Mi
  • Nathan Lane as Mysterious Disco Man
  • Katie Couric as Prison Guard
  • Tom Lister Jr. as Prisoner #2
  • Kristen Johnston as Dancer at Austin's pad
  • Heather Graham as Felicity Shagwell (uncredited)

Cameos

  • Tom Cruise as himself as Austin Powers (during Austinpussy)
  • Danny DeVito as himself as Mini-Me (during Austinpussy)
  • Gwyneth Paltrow as herself as Dixie Normous (during Austinpussy)
  • Kevin Spacey as himself as Dr. Evil (during Austinpussy)
  • Steven Spielberg as himself
  • Quincy Jones as himself
  • John Travolta as himself as Goldmember (during the Austinpussy ending)
  • Britney Spears as herself as Fembot ("Boys" music video)
  • Ozzy Osbourne as himself
  • Sharon Osbourne as herself
  • Kelly Osbourne as herself
  • Jack Osbourne as himself
  • Willie Nelson as himself
  • Burt Bacharach (during the credits) as himself
  • Neil Mullarkey as Physician
  • Nobu Matsuhisa as Mr. Roboto
  • Masa Kanome as Mr Roboto's Student
  • Hideo Kimura as Security Guy
  • Hiroshi Otaguru as Security Man
  • Nate Kanae as Sumo Wrestler
  • Peter Navy Tuiasosopo as Sumo Wrestler with Beard

Title concerns

The title of the film, Goldmember, led to legal action being taken by MGM, the distributors of the James Bond film franchise, that briefly led to the film's title being removed from promotional material and trailers. The dispute was quickly resolved and the film title remained unchanged on the provision that the film would include trailers in its cinema releases for the then-upcoming James Bond film, Die Another Day, and The Lord of the Rings: The Two Towers.

Characters

Austin Powers (Myers), having conquered the '90s and the '60s, travels back to the 1970s and teams up with his nemesis Dr. Evil (also played by Myers) to thwart a new villain, Goldmember (Myers once again). Myers also plays Fat Bastard for the second time, this time parodying the kind of "wire fight" seen in Crouching Tiger, Hidden Dragon. The film also stars Beyoncé Knowles as Foxxy Cleopatra (parodying blaxploitation heroines, primarily Foxy Brown and Cleopatra Jones, as well as Christie Love when she says, "You're under arrest, sugah!"), Michael York, reprising the role of Basil Exposition, and Verne Troyer in his second appearance as Mini-Me. The film also introduced a new character named Number 3 (a.k.a. the Mole), who is portrayed by former child star Fred Savage. Clint Howard plays a radar operator in all three films. Michael Caine guest stars as Austin's father, Nigel; this role was inspired by The Ipcress File, a 1965 film starring Caine.

Four actors who appeared in the earlier films play different characters in Goldmember. Rob Lowe, who played the friend of a dead guard in International Man of Mystery, reprises his role as a younger Number 2 from The Spy Who Shagged Me, while Neil Mullarkey (quartermaster clerk in International Man of Mystery) and Eric Winzenried (army private soldier in The Spy Who Shagged Me) appear as the Physician and Henchman Sailor in the Sick Bay. Michael McDonald (the Virtucon guard who got run over by a steamroller in "International Man of Mystery" and a NATO soldier in "The Spy Who Shagged Me") appears as the royal guard.

Goldmember

Johan van der Smut, better known as Goldmember, is a fictional villain played by Myers (John Travolta plays the character in a cameo at the end of the film). The name was inspired by the James Bond villain Auric Goldfinger. Goldmember's Dutch origins and character traits were, according to Myers, inspired by an episode of the HBO TV series Real Sex featuring a Dutchman who operated a "sex barn" north of Rotterdam. The man's distinct forms of expression caught Myers' attention while he was writing.

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