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Austin Powers ( Mike Myers), having conquered the 90s and the 60s, travels back to the 1970s and teams up with his arch-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 a blaxploitation movie heroine), Michael York reprising the role of Basil Exposition, Verne Troyer in his second appearance as Mini-Me, and Michael Caine as Austin's father Nigel Powers (compare the appearance of Indiana Jones's father in his third movie). There are a number of cameo appearances by top stars as well.
The film is a loose parody of the James Bond movie Goldfinger.
The movie sold about US$288 million of movie tickets worldwide.