Let's be honest. Nobody went into a theater in 2002 expecting a masterclass in Shakespearean drama when they sat down for the third Austin Powers flick. But looking back at the Austin Powers Goldmember cast now? It’s basically a fever dream of A-list talent and bizarre cameos that shouldn't work, yet somehow, they totally do.
It's kinda wild. You've got Michael Caine playing the father of a character who is basically a parody of the roles that made Michael Caine famous. Then there’s Beyoncé. Before she was Beyoncé—the global institution—she was Foxxy Cleopatra, rocking a massive afro and telling people they were "bright as a 2-watt bulb."
The movie is a chaotic time capsule.
Mike Myers and the Four-Headed Monster
Most actors struggle to play one lead role well. Mike Myers decided to play four.
In Goldmember, Myers isn't just the "International Man of Mystery" or the pinky-swearing Dr. Evil. He brought back the grotesque Fat Bastard and introduced us to the titular Johan van der Smut, better known as Goldmember. Honestly, the Dutch accent was a choice. A weird, skin-peeling choice.
What most people forget is how much physical labor went into this. Myers spent hours in the makeup chair. Every single day. He’d transition from the suave (albeit hairy) Austin to the prosthetic-heavy Dr. Evil, often acting against himself. It’s a technical nightmare that he makes look like a breeze.
The Foxxy Cleopatra Factor
Beyoncé Knowles-Carter was only 20 years old when she took this role. Think about that.
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She wasn't even a solo artist yet; Destiny’s Child was still the main thing. Playing Foxxy Cleopatra was her big Hollywood gamble. She had to hold her own against a comedy heavyweight like Myers, and she did it by leaning into the 1970s blaxploitation vibe. It was an homage to icons like Pam Grier and Tamara Dobson.
She even did her own stunts. Sorta.
Actually, if you watch the "Hey Goldmember" musical number, you’re seeing the birth of the solo superstar. The charisma is just... different. It’s higher-octane than anything else in the movie. Even though some critics back then thought she was underused, you can't deny that she owned every frame she was in.
Michael Caine as Nigel Powers
Casting Michael Caine as Nigel Powers was the ultimate "meta" move.
Austin Powers was always a riff on 1960s British spy culture—specifically James Bond and the Harry Palmer films. Guess who played Harry Palmer? Michael Caine. By bringing him in, the franchise basically ate its own tail.
Caine brings a weirdly grounded energy to a movie that features a "Subterfuge" gag involving a silhouette and a vacuum cleaner. His chemistry with Myers is genuine. When they do the "English-to-English" translation scene, it’s a masterclass in deadpan delivery.
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"There are only two things I can't stand in this world: People who are intolerant of other cultures, and the Dutch."
That line is legendary. It’s also peak Michael Caine.
The Supporting Players: Keeping the Shag Alive
The Austin Powers Goldmember cast wouldn't be complete without the regulars. These are the folks who kept the franchise glued together while the leads were being ridiculous.
- Seth Green (Scott Evil): He’s the only person in the entire universe who realizes how stupid Dr. Evil’s plans are. In this one, we see Scott finally "embrace the evil," which leads to that hilarious transformation where he starts losing his hair.
- Verne Troyer (Mini-Me): This was his second outing as the pint-sized clone, and this time he switches sides. Watching Mini-Me try to be Austin’s sidekick—complete with a tiny velvet suit—is comedy gold.
- Mindy Sterling (Frau Farbissina): She’s the unsung hero. Her screaming "BRING IN THE FEMBOTS!" is basically burned into the collective consciousness of anyone who grew up in the early 2000s.
- Robert Wagner and Michael York: These guys are the "straight men." Wagner (Number Two) and York (Basil Exposition) provide the necessary gravitas to make the nonsense feel like it has actual stakes.
The "Austinpussy" Cameos (Wait, who was in this?)
The opening sequence of Goldmember is arguably the greatest three minutes in comedy history. It’s a movie-within-a-movie called Austinpussy, and the cast is mind-blowing.
Steven Spielberg is directing it.
Tom Cruise is playing Austin Powers.
Gwyneth Paltrow is Dixie Normous.
Kevin Spacey is Dr. Evil.
Danny DeVito is Mini-Me.
It was a massive flex by Mike Myers. It showed that by 2002, Austin Powers was so big that every major star in Hollywood wanted to be part of the joke. Even Britney Spears shows up as a Fembot. Her head literally explodes. It’s very "early 2000s."
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Why the Goldmember Cast Still Matters
We live in an era of "legacy sequels" and "multiverses." But Goldmember was doing the meta-commentary thing way before it was cool. It knew it was a movie. It knew it was ridiculous.
The cast understood the assignment. They didn't "wink" at the camera too much; they played the absurdity straight. That’s why the humor holds up, even if some of the jokes are definitely "of their time."
Key Takeaways for Fans
If you're revisiting the film or looking into the Austin Powers Goldmember cast for the first time, keep these things in mind:
- Watch the Background: Fred Savage plays "The Mole." It’s one of the most uncomfortable, hilarious running gags in the series. Focus on his face during the "moley moley" scene; he’s trying so hard not to break.
- Check the Soundtrack: Beyoncé’s "Work It Out" was her debut solo single. The movie was a massive launchpad for her music career.
- The Japanese Connection: Characters like Fook Mi and Fook Yu (played by Diane Mizota and Carrie Ann Inaba) are often cited as the peak of the movie's "naughty" wordplay.
- The Osbournes: Yes, the actual Osbourne family appears in a meta-segment where they complain about the movie's reused jokes. It’s a weird time-capsule of when The Osbournes was the biggest reality show on the planet.
The legacy of this cast is that they created a world that felt lived-in, even if that world was built on a foundation of velvet suits and "shagadelic" puns.
Next time you watch, pay attention to the small roles. You'll see Masi Oka (pre-Heroes) as a Japanese pedestrian and even a young Aaron Himelstein playing the teenage Austin Powers. The depth of talent in this movie is actually pretty staggering.
Grab a copy of the Blu-ray or find it on a streaming service. It’s worth a re-watch just to see how many faces you recognize now that you didn't back in '02.