Austin Powers: The Spy Who Shagged Me
Austin Powers The Spy Who Shagged Me poster
Directed by Jay Roach
Produced by John S. Lyons
Eric McLeod
Demi Moore
Mike Myers
Jennifer Todd
Suzanne Todd
Written by Mike Myers
Michael McCullers

Mike Myers
Heather Graham
Seth Green
Robert Wagner
Rob Lowe
Will Ferrell

Music by George S. Clinton
Cinematography Ueli Steiger
Editing by Debra Neil-Fisher
Jon Poll
Distributed by New Line Cinema
Release June 11, 1999
Running time 95 minutes
Country United States
Language English
Budget $33 million
Gross revenue $312,016,858
Preceded by Austin Powers: International Man of Mystery
Followed by Austin Powers in Goldmember

Austin Powers: The Spy Who Shagged Me is a 1999 action comedy film and the second film in the Austin Powers series. It is preceded by the original film, Austin Powers: International Man of Mystery (1997) and followed by Austin Powers in Goldmember (2002). The film was directed by Jay Roach, co-written by Mike Myers and screenwriter Michael McCullers, and once again stars Myers as the title character. Myers also plays Dr. Evil and Fat Bastard.

The film's title is a play on the 1977 Bond film The Spy Who Loved Me and contains plot elements from The Pink Panther Strikes Again and the other James Bond films, Diamonds Are Forever (laser gun plot), You Only Live Twice (secret volcano base), Moonraker (outer space), The Man with the Golden Gun (Mini Me based on character Nick Nack) and On Her Majesty's Secret Service (opening sequence in which Vanessa Kensington dies).

The film grossed around US$310 million in worldwide ticket sales, taking more money during its opening weekend than the entire box office proceeds of its predecessor. It was nominated at the 72nd Academy Awards for the Academy Award for Best Makeup.


Austin Powers is enjoying his honeymoon with his wife, the former Vanessa Kensington. She turns out to be one of Dr. Evil’s fembots, who attempts to kill Austin, then self-destructs. Austin grieves briefly, then proceeds to the hotel lobby naked and celebrates being single.

A NATO monitoring facility observes the return of Dr. Evil and informs British intelligence. At Dr. Evil’s Seattle headquarters, Dr. Evil is presented with a one-eighth-size clone of himself whom he calls Mini-Me.

Dr. Evil unveils his latest evil plan: he has developed a time machine to go back to the 1960s and steal Austin’s mojo, the source of Austin's sexual appeal. Dr. Evil and Mini-Me go back to 1969 and meet a younger Number Two and Frau Farbissina. An obese "Scottish Guard" called Fat Bastard extracts Austin’s mojo from his frozen body at the Ministry of Defence Cryo Chamber. British intelligence warns Austin that one of Dr Evil’s agents is after him, and during a photo shoot the wanton Ivana Humpalot seduces him, but at the last moment she claims he is too sexy for her to kill him. They have sex in his bed, but do not get far before he discovers that he has lost his mojo and is impotent.

The MOD sends Austin back to 1969 with its own time travel device, a convertible Volkswagen New Beetle. Austin arrives at a party in his London pad and with the assistance of a CIA agent, Felicity Shagwell, escapes an assassination attempt by two of Dr. Evil’s operatives. Austin and Felicity are pursued by Mustafa, another of Dr. Evil's henchmen; when caught he reveals the existence of Dr. Evil's secret volcano lair. Before he can divulge its location Mini-Me shoots him in the neck with a dart.

After examining photographs from the crime scene at MOD headquarters, Austin identifies Fat Bastard as the perpetrator of the theft of his mojo. At Dr. Evil’s lair, Fat Bastard arrives with Austin’s mojo. Dr. Evil drinks some of it and has sex with Frau Farbissina. This results in an awkward situation when Frau reveals that she is pregnant. At the same moment Scott, Dr. Evil's son, arrives through the time portal. Dr. Evil announces his latest plan: to hold the world ransom by threatening to destroy major cities each hour, using a giant laser on the moon. In London, Austin and Felicity get to know each other, but when Felicity tries to have sex with Austin, he turns her down because of his lost mojo.

Under MOD instructions to implant a homing device into Fat Bastard, Felicity seduces him, allowing her to plant it in his buttocks. Fat Bastard forces it out of his bowels into a Paddington Station toilet, but a stool sample from the scene is analyzed to reveal traces of a vegetable that only grows on one Caribbean island. Austin and Felicity arrive on the island, but are apprehended. They are put in a cell with a guard who is overcome when Felicity exposes her breasts. Dr. Evil and Mini-Me leave for the moon to install the giant laser and are followed by Austin and Felicity, who hitch a ride on Apollo 11. In Dr. Evil’s moon base, Austin battles with Mini-Me, eventually flushing him into space. As Austin confronts Dr. Evil, Dr. Evil gives him a choice: save the world or Felicity, who is locked in a chamber with poison gas.

Felicity tells Austin to save the world and he succeeds in doing so by kicking Frau, diverting the laser and saving Washington D.C. Felicity is killed by the poison gas. Austin chases Dr. Evil and shoots him in the leg. Before Austin can kill him, Dr. Evil tells him he could use the time machine to save Felicity and the world. Austin travels ten minutes into the past, meeting up with himself and saving both the world and Felicity. Dr. Evil initiates the self-destruct mechanism of the moon base and escapes in his rocket after throwing Austin's mojo into the air. Both Austins fail to catch it and it crashes on the floor and is destroyed. Felicity points out that all the things Austin has done show that he never lost his mojo. They escape through the time portal to 1999.

At Austin's Pad, Fat Bastard makes another attempt to assassinate Austin, but Felicity disarms him. Felicity and Austin then throw a party. Dr. Evil recovers Mini-Me from space and vows to "get" Austin. On Jerry Springer, Scott learns he was not created in a test tube but is the love child of Dr. Evil and Frau Farbissina. Austin returns to his pad, only to discover the past Austin, who claims that since he and Austin are the same person, it is not cheating. Austin forgives Felicity.


  • Mike Myers as Austin Powers, Dr. Evil, Fat Bastard
  • Heather Graham as Felicity Shagwell
  • Michael York as Basil Exposition
  • Robert Wagner as Number 2
  • Rob Lowe as Young Number 2
  • Mindy Sterling as Frau Farbissina
  • Seth Green as Scott Evil
  • Verne Troyer as Mini-Me
  • Elizabeth Hurley as Vanessa Kensington
  • Gia Carides as Robin Spitz-Swallows
  • Will Ferrell as Mustafa
  • Oliver Muirhead as British Colonel
  • Clint Howard as Johnson Ritter
  • Kristen Johnston as Ivana Humpalot
  • Kevin Durand as Bazooka Marksman Joe
  • Jeff Garlin as Cyclops
  • Jennifer Coolidge as Woman at Football Game
  • Michael McDonald as NATO Soldier
  • Burt Bacharach as Himself
  • Elvis Costello as Himself
  • Jerry Springer (cameo appearance) as Himself
  • Steve Wilkos (cameo appearance) as Himself
  • Rebecca Romijn as Herself
  • Woody Harrelson as Himself
  • Fred Willard as Mission Commander
  • Tim Robbins as The President, would be Richard Nixon in 1969
  • J.P. Manoux (deleted scenes) as French Bellhop
  • Mitch Rouse (uncredited) as Himself
  • Tony Jay (uncredited) as Voice of Narrator
  • Willie Nelson as Himself
Austin Powers
International Man of MysteryThe Spy Who Shagged MeGoldmember
Austin PowersVanessa KensingtonFelicity ShagwellFoxxy CleopatraNigel PowersMrs. KensingtonNumber 3Dr. EvilScott EvilMini-MeFrau FarbissinaFat BastardNumber 2GoldmemberFembots
Mike Myers films

Austin Powers: International Man of Mystery (1997)  · Austin Powers: The Spy Who Shagged Me (1999)  · Austin Powers in Goldmember (2002)  ·

Heather Graham films

Scream 2 (1997)  · Austin Powers: The Spy Who Shagged Me (1999)  · The Hangover (2009)  · The Hangover Part III (2013)  ·

Elizabeth Hurley films

Passenger 57 (1992)  · Austin Powers: International Man of Mystery (1997)  · Austin Powers: The Spy Who Shagged Me (1999)  ·

Ad blocker interference detected!

Wikia is a free-to-use site that makes money from advertising. We have a modified experience for viewers using ad blockers

Wikia is not accessible if you’ve made further modifications. Remove the custom ad blocker rule(s) and the page will load as expected.