[Screen It]


(1999) (Mike Myers, Heather Graham) (PG-13)

Blood/Gore Disrespectful/
Bad Attitude
Tense Scenes
Mild Moderate Moderate None Moderate
Mild None None Minor Moderate
Smoking Tense Family
Topics To
Talk About
Heavy Minor Minor Minor *Heavy

Comedy: A swinging British secret agent travels back in time to the sixties to pursue his archenemy who's stolen his libido-related "mojo" and plans to blackmail the world with a moon- based laser gun.
Things are good for British secret agent Austin Powers (MIKE MYERS). He's thwarted the world domination plans of his archenemy, Dr. Evil (MIKE MYERS), and married his fellow agent, Vanessa Kensington (ELIZABETH HURLEY). Much to his surprise, though, he not only suddenly finds himself a swinging single once again, but also learns that Dr. Evil has returned from his exile in outer space.

It seems that in his absence, Evil's assistant, Number Two (ROBERT WAGNER), has made a one-eighth size clone of him that Evil then names Mini-Me (VERNE TROYER). Evil has more pressing matters on his mind, however, and that's how to get rid of Powers. As such, he's developed a time machine and sent his obese Scottish henchman, Fat Bastard (MIKE MYERS), back in time to steal Powers' "mojo," his confidence-inspiring libido.

When Powers discovers this and realizes he can no longer "shag," his boss, Basil Exposition (MICHAEL YORK), sends him back in time to 1969 to recover his "mojo" and stop Evil from blackmailing the world with his moon-based laser gun. Coming to Powers' aide is Felicity Shagwell (HEATHER GRAHAM), a fellow secret agent.

With a romance budding between them, Powers and Shagwell then set out to stop Evil who's hiding in a volcanic lair with his much younger subordinates, including Number Two (ROB LOWE), Frau Farbissina (MINDY STERLING), Mini-Me, Fat Bastard and Evil's whiny son, Scott (SETH GREEN).

If they liked or have heard of the original, it's a good bet they will, especially among teens.
For sexual innuendo and crude humor.
  • MIKE MYERS plays three characters, Austin Powers, Dr. Evil and Fat Bastard, all caricatures/spoofs of ones found in the James Bond films. As such, Powers is a swinging secret agent who has to find his mojo (libido) so that he can "shag" (have sex) once again, while also trying to stop Dr. Evil. He's the villain who constantly tries to dispose of Powers while also blackmailing the world for a huge ransom. Finally, Fat Bastard is an obese and unsightly Scotsman who serves as Evil's henchman with a desire for eating babies (although we never see this happen).
  • HEATHER GRAHAM plays Powers' attractive and confident fellow spy with a penchant for wearing tightfitting and revealing clothing. She also apparently sleeps with both Fat Bastard (for work) and Powers (for pleasure).
  • SETH GREEN plays Dr. Evil's still estranged son who can't stand his father's plans or "squareness."


    OUR TAKE: 7 out of 10
    In the clever and hilarious "Star Wars" inspired trailer for "Austin Powers: The Spy Who Shagged Me," a familiar sci-fi score plays as a bald figure spins around in a chair of a space ship and mockingly asks if we were expecting someone else. Of course it's not Darth Vader, but Dr. Evil, the brilliant Blofeld-like villain created by "Saturday Night Live" alum, Mike Myers. When the narrator in that trailer then announces that if you see two pictures this year, make sure the second one is this film, he was right.

    Liberally spoofing elements from that other "event" movie, the James Bond films, and obviously the original Austin Powers picture -- and showing a direct influence of the scatological humor of "There's Something About Mary" -- "The Spy Who Shagged Me" isn't quite as good as its predecessor. However, it still has enough goofy charm, outrageous humor and more than enough of Mike Myers to make it one of this year's "must see" summer films.

    While the first film was a moderate success, it really took off once on home video and one can see why. With so many goofy gags, fun characters and generally contagious silliness, it deemed repeated viewings and thus gained a huge, cult-like following. Well, all of the original's successful elements are reprised for the sequel, and fans of the first film probably won't be disappointed with the offerings here.

    A clever opening that takes up right where the original left off and that's followed by a fun and hilarious opening credits number -- played to that infectiously funky "Soul Bossa Nova" tune from the first -- sets the proper mood and tone for the film. From that point on, and for the most part, the jokes and laughs constantly keep coming after that.

    The biggest ones stem from a hilarious collection of scenes that string together different characters' dialogue into a "naughty, but still nice" sendup of various terms for a certain part of the male anatomy. Trying to describe it doesn't do the sequence justice, but trust us, it's quite funny.

    The film also garners a great deal of laughs from its scatological humor, particularly a scene where Felicity Shagwell appears to remove -- via a view of their silhouetted figures -- various objects from a different part of Austin's anatomy. While it is quite funny -- if you don't mind such sophomoric humor -- the film may occasionally go a bit too far with such material.

    Although the first film had its fair share of such jokes -- remember the "Who does Number Two work for?" scene set in a bathroom stall? -- the smashing success of "There's Something About Mary" and its body-based humor certainly seems to have had an influence on Myers and writing partner Michael McCullers. As such, while a scene where Austin drinks a certain body "liquid" generates some laughs, it will probably gross out as many as it tickles.

    Directly related to such humor, the gross and obese character of Fat Bastard -- Myers under layers of fat supplied by Stan Winston's special effects -- completely misfires. While it allows Myers to do the Scottish accent he's voiced before, the character pales in comparison to Myers' brilliantly conceived creations from the first film and often comes off as more irritating than funny.

    The same holds true for the character of Mini-Me played by the two-foot eight inch tall Verne Troyer. Although the initial sight of him as a one-eighth replica of Dr. Evil is quite funny, Troyer's never really allowed to do anything with him and a slight running gag of him having a biting obsession never really hits its full stride.

    The film's biggest problem -- and one that many comedies would love to have -- is that this sequel, as helmed by Jay Roach (who made his debut with the first film), simply retreads many elements from the original. While that's a problem and/or prerequisite of any sequel, one can't help but subconsciously begin to tally the many similarities. As such, they somewhat collectively lessen the film's overall comedic touch.

    Of course, there's no problem with the characters returning, and the crowning achievements of Myer's creative career -- Powers and Dr. Evil -- are as funny as before. It's just that the first film caught everyone off guard with its charming novelty and that factor is noticeably absent from this one. While that's not a horrible problem and certainly doesn't derail the film or one's enjoyment of it, the spark is missing, especially when the film repeats elements from its predecessor.

    For example, although the appearance of Burt Bacharach in the original was funny in a retro-type fashion, his return here -- along with Elvis Costello -- collectively crooning "I'll Never Fall in Love Again" just isn't as much fun the second time around.

    The same holds true for both Powers and Evil's mannerisms and dialogue ("Oh, beeehaaaveeeee!"), the familiar injury-induced comments of the character Mustafa (Will Ferrell reprising his role), some radar shots showing the shape of Evil's spaceships, and Powers' reaction to his female cohorts' sexually related names.

    While those and many other similarities certainly aren't horrible, one only wishes that Myers and company could have generated a few more original -- and thus novel feeling -- laughs. Their big "twist" away from the original -- that Powers travels back in time to the swinging '60's -- also fails to fully deliver what one expects would be a hilarious sendup of that time or of time travel possibilities.

    Instead, there are "accidental" references to things such as "The Alan Parsons Project" that struck me as mildly funny, but would have sailed over the head of anyone under thirty without a much needed -- and thus less funny -- explanation. Other contemporary references offer some widely ranging laughs, but will quickly be outdated -- and thus quite obscure -- in only a matter of years.

    Even so, all of that's critical nitpicking -- due to personal high expectations and great admiration of the original -- and the film's certainly easy to enjoy and offers enough comedic moments for several movies, let alone one.

    Although the plot itself isn't much more than a skeleton upon which to hang the film's many gags and Bond references -- such as ones involving "You Only Live Twice" (the villain's volcanic lair), "Dr. No" (Ursula Andress' famous bikini shot) and "Moonraker" (the outer space material) -- it's the fun and goofy performances that really make the film.

    The character of Fat Bastard aside, Myers once again excels with his dual roles of Powers and Dr. Evil. Fabulous spoof creations, Myers injects so much creative juice into those two that you can't help but smile and/or laugh from the way he makes them come alive. With their reactions to events happening around them often being far funnier than those actual events whatever they may be, Myers is a constant delight to behold.

    Taking the handoff from Elizabeth Hurley who makes a brief cameo appearance reprising her role from the first film, Heather Graham ("Boogie Nights," "Lost in Space") nicely fits the bill as Powers' sidekick, and clearly doesn't have a problem filling the mod boots and hip and often revealing "threads."

    With so much attention paid to Fat Bastard and Mini-Me, the rest of the returning cast and their characters -- including Robert Wagner as Number Two, Seth Green as Evil's estranged son and Mindy Sterling as the shouting Frau Farbissina -- don't have as much screen time as before, although the latter has a funny romantic rendezvous with Evil. In addition, while Rob Lowe gives a dead-on impression of Robert Wagner at a younger age, he likewise doesn't get much of a chance to do anything with the character.

    A wide range of other cameos are also present, including the likes of Kristen Johnson (TV's "3rd Rock From the Sun") as a Bond-like vixen, Ivana Humpalot, Tim Robbins ("The Player") as the President and yes, even Jerry Springer as himself, and they and others add funny little bits to the film.

    While I would have preferred a bit less reliance on so much scatological humor and the retreading of elements from the original, I still enjoyed the film. Simply put, if you liked and/or loved the first film, there's little doubt that your opinion will vary with this sequel. Although not quite as good as the original -- mainly due to the novelty spark being absent -- "Austin Powers: The Spy Who Shagged Me" still delivers the comedic goods and thus rates a 7 out of 10.

    Here's a brief summary of the content found in this PG-13 rated spoof/comedy where nothing is meant to be taken at face value. The film is filled with all sorts of comic sexual innuendo, including its title, some characters' names, and lots of talk about "shagging" (sex), as well as some implied sexual encounters and two sequences where slang terms for male genitals are strung together in inter-cut scenes.

    There's also a scene where Mike Myers walks, dances and struts through the opening credits number completely naked with only on-screen titles or blurred sections covering his crotch or rear-end. Several women also wear short and/or tightfitting clothing that reveals a great deal of cleavage and/or other skin, and a spaceship has the shape of a certain part of the male anatomy.

    A great deal of scatological humor is also present that may offend as many as it amuses. Violence is heavy due to several killings and shootings, etc... but it's all played for laughs as is never overtly graphic.

    Since many kids will probably want to see this film and due to the material that viewers may or may not find too offensive, risque or adult-oriented for them or their kids, we suggest that you take a closer look at any of the content that may be of concern to you.

  • Vanessa gets out of bed to get Austin and herself some champagne.
  • People have drinks at a hotel reception.
  • Some people drink (beer) at a party at Austin's pad.
  • Dr. Evil takes a swig from a bottle.
  • People have drinks at Austin's pad.
  • We see the severed hand of a fembot (female robot), although it's not bloody.
  • As Powers holds an assassin's accomplice in the way of gunfire, we briefly see bullet holes appearing in her clothing/back, although they aren't bloody. That same woman then later has some tiny bloody scrapes on her head.
  • As an unseen, but heard and injured man tries to get up, we hear the sound of his bones snapping (as he talks about the bone going through his skin and describes the smell, etc...).
  • Scatological humor occurs as the following:
  • Fat Bastard talks about having to go to the bathroom in rather graphic terms.
  • Shagwell plants a homing device up his butt (the camera cuts away right before we see this happen).
  • Austin, Shagwell and others react to the smell and sight (we don't see the contents) of a used toilet.
  • We see a larger beaker of Fat Bastard's stool sample that Austin then blindly mistakes for coffee, comments on the smell, and then takes a drink and then has some of it above his upper lip.
  • A long sequence involves several henchmen seeing a silhouette of Austin and Shagwell in a tent and hearing their unrelated (but seemingly related) comments. He's on his hands and knees and she's pulling items out of a bag, but from their point of view, it appears that she's pulling various items (all played for laughs) from his butt including a rope, umbrella and even a gerbil while they talk about digging deeper, etc... In one instance a smoke bomb goes off and the shadow of the escaping gas appears to be coming from his butt and we then see the silhouette of her pounding a racket back in there.
  • In a later scene, after Mini-Me has crawled into his space suit, Austin sits on a space toilet and strains trying to "pass" Mini-Me out of his suit.
  • We hear Fat Bastard fart.
  • Some may be disgusted seeing Fat Bastard lying on his bed shirtless (with rolls of fat and having food smeared and/or having fallen on his body).
  • We see some bloody bandages on Number Two's hand.
  • We see a tiny bit of blood from a bullet wound in a man's leg.
  • Obviously none of what occurs in the film is meant to be taken at face value.
  • Nonetheless, Dr. Evil and his subordinates have both for wanting to blackmail the world.
  • Some overweight viewers may take offense at an obese character being named "Fat Bastard" and shown to be a crude and slob-like person (among his other bad traits that includes making comments about eating babies), and other viewers may likewise take some offense at the use of a diminutive character being the butt of some jokes.
  • Some viewers may also take offense to some lyrics that Dr. Evil sings from a recent pop song (by Joan Osborne) that say, "What if God was one of us? Just a slob like one of us..."
  • While it's possible that the very youngest of kids could find something that may be unsettling, there's really nothing present that's intentionally played that way.
  • Handguns/Rifles/Knife/Machine gun/Rocket launcher: Carried and/or used in a threatening fashion toward others by both the "good guys" and the villains. See "Violence" for details.
  • A fembot (female robot) has machine gun barrels that stick out from her bra and fires bullets at Austin.
  • Phrases: "Mo-fo" (short for the "f" word used with "mother"), "Shag" (sexual) and "Shagadelic," "Horny," "No sh*t, Sherlock," "Frickin'/Friggin'," "Freak," "Jerk," "Big dope," "Crapper" and "Sh*tter" (for toilet), "Numb nuts," "Kiss my ass," "Go to hell," "Sexy bitch" (how Austin refers to himself), "Idiot," "Cut me some frickin' slack," "Bugger," "A-hole," "Stupid ass," "Shut your mouth," "Talk to the hand, because the face don't want to hear it," "Don't go there, girlfriend," and "Bells" and "Nuts" (for testicles).
  • In addition, there are a number of slang terms for male genitals (listed under "Sex/Nudity") presented in a funny way that kids may want to imitate.
  • Some kids may also want to imitate Powers or Evil's speech patterns or his wacky mannerisms.
  • Mini-Me gives "the finger" to various characters throughout the film.
  • An assailant spits on Powers, as does Mini-Me later in the film.
  • None.
  • None.
  • A song playing while Dr. Evil and Frau Farbissina become amorous has the lyrics, "Let's get it on."
  • At least 4 "s" words, many slang terms for genitals (although they're presented in such a way as to still be considered inoffensive if viewed independently) including "D*ck," "P*cker," "Wang," "Willie," "Johnson," "Schlong," "Wiener," "One-eyed monster," "Woody" and "Pr*ck," 1 slang term for breasts ("t*tties"), 5 uses of "shag" as a sexual term, 5 asses (1 used as "a-hole"), 4 damns, 4 craps, 2 uses of "bugger," 2 hells, 1 incomplete "What the..." and 5 uses of "Oh my God," 2 each of "For God's sakes" and "God" and 1 use each of "G-damn," "Oh my gentle Jesus," "Oh god," "Christ," "Jesus Christ," "Lord Almighty" and "Oh my Lord" as exclamations.
  • In addition, during a spoof segment of "The Jerry Springer Show" various profanities are bleeped out during a fight.
  • The film's title, "The Spy Who Shagged Me," is a sexual reference, and the names of two female characters, Felicity Shagwell and Ivana Humpalot, are obvious comical takes on sexual slang.
  • We hear some brief sexual sounds coming from a honeymoon suite (along with "Oh God" and "Yes, yes!") and then see Austin and Vanessa in bed with him stating that he's "spent" (presumably after having just had sex). She then asks him if he smokes after sex and he says that he doesn't know because he's never looked. She shows cleavage in the short "nightie" she's wearing and asks him what they should do next. He suggests that they "shag again" because they're only up to chapter eleven in the Kama Sutra and then holds up that book that shows a picture of him on it (with a label covering his crotch area).
  • Austin has an encounter with a fembot (female robot) and sees gun barrels pointing out from where her nipples would be and comments on how he could have missed those during a previous amorous encounter. The fembot then replies that the next time he should try foreplay.
  • Although it's not verbally labeled as such, we also see Austin's "penis enlarger" from the original film.
  • During the opening credits that are played like a musical number, Austin enters and then walks through a hotel lobby and other rooms completely naked with his crotch area (along with most of his bare butt) either blurred out and/or covered by the credits. At times, however, the side or other parts of his bare butt can briefly be seen. As he walks through other areas, foreground objects (such as what appears to be a peeled banana and a long strip of meat on a table) are juxtaposed against his crotch area to suggest a certain part of his anatomy.
  • Several models wearing high-cut teddies/lingerie show cleavage. When one of them is introduced to Austin, she says "I haven't had the pleasure." He then suggestively responds, "Of course you haven't had the pleasure. We've just met."
  • Frau Farbissina admits that she's entered into a lesbian relationship (and briefly holds hands with a woman she met on the LPGA tour).
  • Still wearing her cleavage revealing lingerie, Humpalot sits down at a chessboard with Powers. She then seductively runs her fingers up one of the piece's shafts and then suggestively rubs it along her lips and sucks on it. He then runs his hands along the tops of two pawns as if they were nipples.
  • Powers asks Humpalot, "Do I make you horny? Do I make you randy? She then gets on the bed and tells him to make love to her. As she then pulls him down on top of her she adds, "Make love to me, monkey man." After his "mojo" (libido, etc...) is stolen in the past, Powers suddenly states that he's lost it and she looks down to his crotch (which we don't see) in horror.
  • Some women at Power's pad show cleavage in their bikinis. We then see Shagwell and other women in tightfitting, short-short hot pants. Austin then comments that Shagwell's pants are skin-tight and asks "How do you get into those pants, baby?" She replies, "You can start by buying me a drink."
  • Powers meets a woman at a party whose name is Robin Swallows and says that some people call her "spitz." He then suggestively asks, "Is it Spitz or Swallows?"
  • In nearly every outfit that she wears, Shagwell shows ample amounts of cleavage and occasionally quite a bit of upper thigh in her high cut outfits. We also later see her in a somewhat revealing bikini.
  • Shagwell tells Powers, "Shagwell by name. Shag very well by reputation." He then tells her, "Oh, behave" and she responds, "Not if I can help it."
  • After Dr. Evil drinks some of Power's "mojo," he and Frau Farbissina become amorously attracted to one another and we see him suggestively sucking his pinkie and we then see (through his shirt) that his nipples are erect. She then tells him that they should "get it on" and we then see a cut away shot of a volcano exploding. Later, she informs him that she's "late" (pregnant).
  • During a musical montage, a palace guard doesn't react to Shagwell kissing him on the cheek, but suggestively grins when Powers does so. We then see a split-second shot of that guard in a bra and panties.
  • After Powers mentions getting on your feet, Shagwell tells him that she's even better off them.
  • Austin asks Shagwell what she thinks of his "shag pad." A comment is made about her not being interested in shagging, but we then see her remove part of her clothing that then exposes her entire bare back. It turns out, however, after briefly giving her a massage, that since he's lost his mojo he can't do anything, so he leaves.
  • We see several shots of the cryogenically frozen Powers standing nude in a large chute with only his hands covering his crotch.
  • We see Fat Bastard and Shagwell lying in bed together (she there only because of her job to plant a homing device on him). When he rolls over (and we see part of his hairy butt) she gets an idea of where to plant the device. We then see his surprised reaction as she does so, and he then gets excited, rolls over and comments on her being "frisky." We then see more of his bare butt and they presumably have sex (not seen).
  • Austin tells Shagwell that once he gets his mojo back, they can go back and "do the bad thing."
  • We, and the characters in the film, see Mini-Me humping Dr. Evil's huge laser gun and Evil tells him to "get a frickin' room."
  • Due to a short binoculars strap, Austin's head gets caught in Shagwell's cleavage.
  • Fat Bastard mentions "hot sex."
  • A rocket ship looks like a penis and two testicles in person and on a radar scope. We then see various people in different scenes commenting on its appearance. As one nearly finishes a sentence, "It looks like a giant..." we then cut to the next scene where a person says, "Dick" and keeps on talking, but says that first word in another context, although the joke is on the double meaning. As such, the following terms are used in describing the rocket ship: "D*ck," "P*cker," "Privates," "A long, smooth shaft complete with two balls," "Enormous Wang," "Flying Willie" and "A giant Johnson." Another later round of this uses the words/phrases: "Schlong," "Wiener," "One-eyed monster," "Woody" and "Just a little pr*ck."
  • Austin jealously tells Shagwell, "Why don't you just shag Fat Bastard again?" He then asks how she could do that and then says, "No. I mean literally. How could you do it? The sheer mechanics are mind-boggling."
  • Shagwell flashes her bare breasts at a guard to distract him (we don't see them).
  • One Austin asks another version of him about the policy on a ménage à trois.
  • Fat Bastard asks Shagwell, "Do you fancy another go? Once you've had Fat, you never go back." He then does some pelvic thrusting, licks his fingers and then rubs his clothed nipples in a suggestive fashion.
  • Fat Bastard confesses his dislike about being fat, stating that he hasn't seen his "willie" in two years.
  • Austin walks into a room and sees and hears some activity under the sheets and then sees Shagwell pop up with the sheets drawn up to cover her breasts. We then see that she's in bed with another version of Austin. The first one then says that this sight makes him very horny. One of them then says that his mojo is back and then looks down under the cover and smiles. He then says that his "spuds are boiling" (or something like that) and then adds "C'mon darling, let's hop on the good foot and do the bad thing."
  • Shagwell and the vixen Ivana Humpalot each smoke once, while some generals/advisors to the President also smoke.
  • There's some comic tension between Dr. Evil and his son.
  • That little or nothing in the film is meant to be taken at face value.
  • The James Bond films that this one spoofs.
  • Being a goofy comedy, none of the following is meant to be taken at face value.
  • A fembot (female robot) picks Austin off the floor by his neck and then fires bullets at him from her bra mounted machine guns. The fembot then self-destructs, blowing up part of the room and somewhat charring Austin.
  • Dr. Evil and a man get into a pushing fight during a TV show and have to be separated. Dr. Evil and the host then struggle as well.
  • After choking on a chess piece, Powers spits it out and it hits a vase, breaking it.
  • Powers knocks over and breaks some items while trying to drive his time machine car.
  • A would-be assassin pulls out a knife and throws it at Austin who spins around the man's assistant, causing the knife to land in her back. The man then fires a machine gun at Powers who similarly holds the woman in front of him as a shield. The man then fires a rocket launcher that knocks Powers and the woman from the window where they fall several stories to the sidewalk below where he lands on top of her. The assassin then opens fires on Powers again with a machine gun.
  • Another assailant opens fire on Powers and Shagwell, the latter of whom shoots back at him while driving, causing the assailant to crash his car. He then comes after Powers with a large knifelike weapon, but Powers quickly disarms him. Mini-Me then shoots a dart into the assassin's neck, causing him to fall over a cliff, apparently severely injuring himself (based on his verbal description and the later sound of some bones breaking as he tries to get up -- just heard, not seen).
  • Dr. Evil takes a large inflatable globe and bounces it off Number Two's head several times.
  • Dr. Evil shows a clip from the movie "Independence Day" where a laser blast blows up the White House.
  • Reciting popular slang sayings, Dr. Evil says, among other things, that he had to "pop a cop" (shoot one).
  • A guard falls into burning magma and catches on fire as he sinks into it.
  • Austin fires several shots at Mini-Me, breaking the glass between them. Mini-Me then grabs Austin by the throat and punches him many times. He then flips Austin to the ground and does some wrestling-like moves (jumping up and having his elbow land on Austin's back) before driving and pounding his face to the floor. He then pokes Austin in the eyes, and kicks him in the crotch and then the face. Austin then takes Mini-Me and smashes him into a pole, seemingly rendering him unconscious. However, the little guy then gets up and bites Austin's clothes at his crotch and Austin frantically smashes him into more supports trying to get him off.
  • Austin fires back at some henchmen who fall to the ground presumably injured or dead. He then fires a shot that hits Dr. Evil in the leg. Frau Farbissina then fires a shot that knocks Austin's gun from his hand.
  • A moon base blows up.
  • Fat Bastard holds a gun on Austin and Shagwell, but Shagwell later kicks him in the crotch.

  • Reviewed June 8, 1999 / Posted June 11, 1999

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