"In writing fiction, the more fantastic the tale, the plainer the prose should be. Don't ask your readers to admire your words when you want them to believe your story." - Ben Bova [ more quotes ]

AUSTIN POWERS: THE SPY WHO SHAGGED ME

By

Mike Myers



MUSIC: timpani roll and dramatic sting

NARRATOR
In his last adventure, Austin Powers,
a swinging spy from the Sixties, was
unfrozen in the Nineties to battle
his archenemy Dr. Evil. Austin foiled
Dr. Evil's plan to send a nuclear
warhead to the center of the earth
and banished him into space forever.
Or so he thought.

EXT. HOTEL - NIGHT (ESTABLISHING SHOT FROM FIRST MOVIE)

SUPER: THE FRENCH RIVIERA

INT. HOTEL - HALLWAY

Elegant double doors with a brass plaque reading "Honeymoon
Suite." A "Do Not-Disturb" sign hangs from the handle.

INT. HOTEL SUITE

FROM THE FIRST MOVIE: Austin and Vanessa snuggle in bed. She
plays with his chest hair.

VANESSA
I love you, Mr. Powers.

AUSTIN
And I love you, Mrs. Powers.

SHOT TO MATCH EXISTING FOOTAGE: Austin gets out of bed. We
see Vanessa putting on her robe from behind, and then EXISTING
FOOTAGE: Austin and Vanessa kiss.

VANESSA
Let's go out on the terrace. It's a
beautiful night, we can look at the
stars.

EXT. HOTEL BALCONY

EXISTING FOOTAGE: Austin and Vanessa gaze at the stars.

AUSTIN
Look how beautiful the night sky is.

VANESSA
Isn't that the big dipper?

AUSTIN
Yeah, and that looks just like Uranus.

VANESSA
Austin!

AUSTIN
(sheepish)
Well, you know.

VANESSA
Hey, I've never seen that big star
before.

AUSTIN
Yeah, what is that?

Austin pulls out his telescope and takes a look.

AUSTIN'S POV - TELESCOPE EFFECT

EXT. SPACE

EXISTING SHOT: The Bob's Big Boy rocket.

INT. DR. EVIL'S CAPSULE

DR. EVIL
This isn't over yet, Mr. Powers. I
have one more trick up my sleeve,
don't I Mr. Bigglesworth?

The frozen Mr. Bigglesworth MEOWS.

EXT. SPACE

The Bob's Big Boy rocket. Suddenly, a hatch opens in Bob's
rear end and Dr. Evil's silver egg capsule poops out.

SFX: PLOOP!

Capsule begins fiery re-entry to Earth

INT. HOTEL ROOM

Austin comes in and shuts the balcony door.

AUSTIN
Oh well, I guess it was nothing.

A VANESSA DOUBLE crosses carrying a bouquet of flowers, which
obscure her face.

AUSTIN
Care for some champagne?
(pouring)
Here's to monotony-- I mean, monogamy!

Vanessa sits at the vanity with her back turned.

AUSTIN
Hello? Vanessa? What are you doing,
luv?

VANESSA
(back turned)
Just putting on my--

As Vanessa turns around she puts her hands up and PULLS OFF
HER FACE revealing wires, transistors, and a speaker where
her mouth should be.

FEMBOT VANESSA
(computer voice)
MAKE-UP!

AUSTIN
(frightened)
Vanessa, you're a Fembot!

They fight. Midway through the fight, machine guns pop out
of Vanessa's breasts.

AUSTIN
Machine gun jubblies, how did I miss
those?

VANESSA
(robot voice)
PERHAPS NEXT TIME YOU SHOULD TRY
FOREPLAY.

Her machine gun breasts FIRE, spraying the room in SLO-MO.

Then they run out of ammo and CLICK, CLICK.

Austin empties his gun into the robot, but to no avail. She
rushes at him, he gives her a judo chop, also to no avail.
Then Austin' notices a SELF-DESTRUCT switch and hits it.

She starts to twitch, her head spins, and she EXPLODES.

Fembot parts fly around the room. Austin sits on the bed,
saddened. He holds Vanessa's hand, which has wires hanging
out of it. On one of the fingers is her wedding ring.

MUSIC: VERY SAD PIANO

AUSTIN
(very sad)
I can't believe Vanessa, my bride,
my one true love, the woman who taught
me the beauty of sharing your whole
life with another, the person who
taught me the meaning of love, was a
Fembot. How will I ever go on?
(beat)
Wait a tic! That means I'm single!
Oh, behave!

INT. LOBBY - HOTEL

Rich European guests mill about the luxurious lobby. Suddenly,
Austin dances through naked. Just as we are about to see his
bits and pieces, a man lifts up his suitcase.

AUSTIN
Yeah, baby, I'm free! I'm naked and
free!

SEQUENCE CREDIT

MUSIC: Soul Bassanova by QUINCY JONES PAN UP Austin's NAKED
body as he walks down a boardwalk. Just as the camera reaches
that most sensitive of areas, a credit appears STARRING MIKE
MYERS. Austin gives a big 'who me?' and we

FREEZE FRAME.

EXT. BOARDWALK - FRENCH RIVERA

European types stare and point. We see Austin from behind.
His bottom half is blocked by a bicycle. The bicycle moves
away. Just as Austin's bum is about to be revealed-

A CREDIT APPEARS blocking it. Austin turns his head around
to the camera and puts his hand to his mouth in an 'oh my!'
take and we FREEZE FRAME.

A MAN IN A RAINCOAT flashes Austin, his thingy blocked by a
credit. Austin just laughs...crazy, man!

Austin goes around a corner. A moment later he returns,
followed by a NUDE MARCHING BAND.

A SIGN on the left side of the screen reads "Warning! Nude
Beach". Austin enters from the left.

We see his naked, hairy torso from the waist up. Just as he
is about to appear from behind the sign, a...

CREDIT APPEARS MOVING LEFT TO RIGHT Blocking his penis
lengthwise as he walks.

NUDE BEACH - CREDIT SEQUENCE

A girl sits on a blanket; a HORIZONTAL CREDIT blocks her
bare chest. Austin lays on his back beside her, trying to be
suave; A VERTICAL CREDIT appears.

The wind blows away a kite, revealing a stark-naked girl.
The credit "PRODUCTION DESIGN" blocks her chest; the credit
"BY" blocks her you-know-what. Austin walks into frame; the
"PRODUCTION DESIGNER'S NAME" disguises his growing interest.

Austin joins a nude volleyball game in progress. CREDITS
appear everywhere to block all possible combinations of
nudity. People leap in all directions to make saves, causing
CREDITS TO APPEAR at crazy angles.

A pretty girl watches Austin lift weights. Her boobs are
blocked by the "WRITTEN BY" credit.

Austin lifts a dumbbell. The credit "MIKE MYERS" sticks out
from his waist. Austin looks proud.

A BUFF NAKED BODYBUILDER joins them. He lifts a much heavier
weight. A much longer credit sticks out from his waist: "AND
MICHAEL MCCULLERS". Austin pouts.

Austin runs down the beach, his bum blocked by the credit
"DIRECTED BY". He jumps on a trampoline and does the splits
in mid-air:

FREEZE FRAME AND PAN AROUND LIKE IN THE GAP "KHAKI SWING"
AD. Austin smiles crazily, his penis blocked by "JAY ROACH."

Austin does a super-duper double flip into his JAGUAR.

AUSTIN
Shaguar, baby, yeah!

CU on the chrome script on the grill: it reads "Shaguar"
where it would normally read "Jaguar".

The car speeds off.

FULL SCREEN TV JERRY SPRINGER SHOW

On the stage we see a Klansman father and his Klansman son,
a Nazi father and his Nazi son, and SCOTT EVIL all seated on
a panel.

Lower Third Chyron: "MY FATHER IS EVIL AND WANTS TO TAKE
OVER THE WORLD" JERRY SPRINGER

If you just joined us, today's topic is "my father is evil
and wants to take over the world". Now, Bobby, you had
something you wanted to share with your father before the
break.

BOBBY
Dad, I know you're against race mixing
and all that, but I met someone...

KLANSMAN
Don't say it!

The crowd WHOOPS.

BOBBY
I met someone... and he's black.

The crowd goes crazy.

KLANSMAN
He?

The Klansman holds his hooded head in his hands.

JERRY SPRINGER
Please welcome Tim.

A handsome Blair Underwood look-alike enters and hugs the
Klansman's son. The crowd screams.

JERRY MOVES TO SCOTT EVIL.

JERRY SPRINGER
Now Scott, tell us about your father.
Share with us.

SCOTT
Well he's the head of an evil
organization that has aspirations
for world domination.

JERRY SPRINGER
And where is your father right now?

SCOTT
He's in outer space, like frozen in
a giant egg and stuffed inside a Big
Boy rocket with his cat, Mr.
Bigglesworth.

JERRY SPRINGER
Really? Well, we have a surprise for
you, Scott. Let's bring out

SCOTT'S
father, Dr Evil.

Dr Evil enters.

Lower Third Chyron: "WANTS TO TAKE OVER THE WORLD"

DR. EVIL
Hello Scott, I'm back.

SCOTT
I can't believe you'd do this to me
on national television!

DR. EVIL
They offered me a free makeover.

JERRY SPRINGER
Dr. Evil, we've seen a lot of the
fathers here today open up to their
sons, sons to the fathers. Is there
anything you'd like to share?

DR. EVIL
Share?

JERRY SPRINGER
Yes, don't you have any secrets?

DR. EVIL
OK. I have a vestigial tail.

Everyone is a little grossed out.

DR. EVIL
It's more of a nub, really. The spine
just goes on a little longer than it
should. Also, I've dabbled. I mean,
perform fellatio once and you're a
poet, twice and you're a homosexual.
I remember once I was being fisted
by Sebastian Cabot- but here's where
the story gets interesting. He was
lactose-intolerant. He could eat red
meat all night long, but one sip of
milk and it was gastric hell. And I
remember we were caught in fragrance
delicto by Henry Kissinger, and you
can imagine my humiliation at having
Hank hear me say, "Mr. French, no
teeth." One of my greatest
disappointments is that I never became
a song and dance man. I could have
been a quadruple threat, kind of
like a despotic Ken Barry. Dancer,
singer, actor, and I would possess
nuclear weapons, the latter being
the most threatening of the four. I
once sat on a bus and tried to will
myself a menstrual cycle. All I ended
up with was a sense of failure and a
mild neuralgia in my incisor teeth
and perhaps a grudging respect for
the weaker sex. I love toe cleavage.
For the most part I distrust dogs. I
slept in a horse once. It was quite
roomy. On second thought, it was the
Ritz. I named my left testicle 'piss'
and my right testicle 'vinegar'. I
wrote "It's Raining Men", or so the
Christmas babies told me. Oh yes, I
also made a Marzipan voodoo effigy
of The Fonze while I was in coma
after smoking some Peruvian prayer
hash, but who at the end of the day
can honestly say they haven't done
that?

The Springer audience is stunned, slack-jawed and for once
quiet.

KLANSMAN
What are you, some kind of freak?

SCOTT
Shut up, jagoff!

Studio audience whoops at this.

KLANSMAN
I'll kick your ass punk!

Crowd goes crazy.

DR. EVIL
No one talks to my boy that way!

Dr. Evil charges at Klansman and starts to bitch slap him.
Security men, with headsets on, rush in to separate them.

DR. EVIL
I'm OK, I'm OK.

There is a BEAT, then Dr. Evil CHARGES the guy again, knocking
him down.

DR. EVIL
Come Scott, let's go to daddy's new
evil lair.

EXT. WORLD HEADQUARTERS BUILDING - DAY

We pan up a modern office building. The camera reaches the
top of the building and we see a giant STARBUCKS LOGO and
the words: Starbucks World Headquarters.

INT. STARBUCKS BOARD ROOM

The penthouse boardroom is adorned with Starbucks
paraphernalia: large logo, clear canisters full of beans,
and a large world map with a little logo everywhere there is
a Starbucks.

Around a large table are Dr. Evil, Number Two (bandaged and
lightly spotted with soot), Frau, Scott and a couple of NEW
HENCHMEN. A Starbucks employee serves everyone steaming hot
coffee products.

NUMBER TWO
Dr. Evil, as the legitimate frontman
of your organization, I seized upon
the opportunity to invest in a small
Seattle-based coffee company several
years ago. Today, Starbucks is a far-
flung empire with 2000 outlets
worldwide.

DR. EVIL
Oh good, Number Two, I do enjoy a
good cuppa joe.

NUMBER TWO
If I may continue, I believe if we
shift our resources away from world
domination and focus on providing
premium quality coffee drinks, we
can increase our gross profits
fivefold.

Dr. Evil takes a sip of cappuccino, leaving a WHITE FROTHY
MILK MUSTACHE on his upper lip.

DR. EVIL
Right. Perhaps you've confused me
with someone who gives a shit. Might
I remind you that I run the show
here? I demand a little respect.

NUMBER TWO
(indicating Dr. Evil's
milk mustache)
Dr. Evil, I think you--

DR. EVIL
Silence! I will not tolerate your
insolence! Remember what happened
last time.

FLASHBACK (FOOTAGE FROM FIRST MOVIE)

Number Two disappears backwards into the fiery pit.

INT. STARBUCKS WORLD HEADQUARTERS

Number Two smiles weakly, breaking into a sweat on his brow.

NUMBER TWO
May I add, I appreciate you
reinstating me after our little...
misunderstanding.

DR. EVIL
Frau Farbissina. Wie gehts is einen?

We see Frau. She looks a little more 'masculine' than before.

FRAU
Zehr gut, Herr Doctor.

DR. EVIL
How are things?

FRAU
I have come to embrace the love that
dare not speak it's name. To my right
is my lover.

We see a severe-looking German woman with one continuous
eyebrow.

FRAU
Her name is Unibrau. I met her on
the LPGA Tour.

DR. EVIL
Right on. Welcome, Unibrau.

Dr. Evil takes another sip of cappuccino, making the frothy
milk mustache even larger.

FRAU
Doctor, you have a 'milk mustache.'

DR. EVIL
(wiping it off,
embarrassed)
Oh, I know. I know.

NUMBER TWO
Dr. Evil, I'd like to introduce the
Greek assassin, Oedipus.

We see a swarthy Greek army guy.

DR. EVIL
Welcome to my private army, Oedipus.
Excited?

OEDIPUS
I could give a shit.

DR. EVIL
Kiss your mother with that mouth?

OEDIPUS
Yes.

DR. EVIL
Of course you do.

Dr Evil begins to press a button labelled "Oedipus" on his
control panel, but Number Two interrupts.

NUMBER TWO
(clearing throat)
Dr. Evil, as you know, the rate at
which you liquidate henchmen far
exceeds our ability to replace them.

DR. EVIL
I have so few pleasures left to me,
Number Two. The key to life is to
rotate your vices. One day it's
executions, another day it's creamy
French cheese. It's like frickin'
heroin.

NUMBER TWO
Well, Dr. Evil, perhaps I have the
answer. While you were frozen, we
began a program to clone you.

DR. EVIL
Cool.

NUMBER TWO
We had a few glitches, but I think
you'll be pleased with the results.

FRAU
(shouting)
Send in the clone!

MUSIC: dramatic sting We see the shadow of an approaching
figure. The shadow looks like Dr. Evil, only much larger and
scarier.

NUMBER TWO
He is identical to you in every way,
except he is one-eighth your size.

We see that the source of the shadow is a MINIATURE DR. EVIL,
just like the creepy mini-Marlon Brando in The Island of Dr.
Moreau. He mimics Dr. Evil's mannerisms including holding
his tiny pinky to his tiny mouth.

DR. EVIL
Breathtaking. I shall call him Mini-
Me.
(to clone)
Mini-Me, you will sit to my right.

Mini-Me sits down in a miniature version of Dr. Evil's command
chair.

DR. EVIL
Come Mr. Bigglesworth!

The bald Mr. Bigglesworth runs and jumps into Dr. Evil's
lap. A bald MR. BIGGLESWORTH KITTEN jumps into Mini-Me's
lap.

DR. EVIL
Mini-me, something to eat?
(expectant pause)
No?
(pause)
OK.
(to room)
Tired. Gentleman, I have a plan. As
you know, the most powerful man in
the world is the President of the
United States. But he is just that-
a man, subject to temptations of the
flesh like any other man. Here's
what we do: we make it seem that the
President has had "extra-marital
oral relations" with- and this is
the kicker-

DRAMATIC STING, SNAP ZOOM TO DR. EVIL.

DR. EVIL
With a White House intern!

Dr. Evil gloats. So does Mini-Me.

NUMBER TWO
(clearing his throat)
Uh-hem.

DR. EVIL
What, that already happened?

Number Two nods.

DR. EVIL
This is ri-goddamn-diculous. Oh well,
how about a frickin' time machine?
Does the president have a time
machine? Have I been scooped on that?

NUMBER TWO
No, not that I'm aware of.

DR. EVIL
Alright, time machine it is. As you
know, every diabolical scheme I've
hatched has been thwarted by Austin
Powers. And why is that, ladies and
gentlemen?

SCOTT
Because you never kill him when you
get the chance and you're a dope?

Mini-Me hops upon the table and tries to push the "Scott
Evil" button on Dr. Evil's control panel.

Frau SQUIRTS him with a water bottle. Mini-Me glares at Scott
and GIVES HIM THE FINGER.

DR. EVIL
No, because Austin Powers has "mojo".

NUMBER TWO
Mojo?

FRAU
Yes, mojo. The mojo is the life force,
the essence, the libido, the "right
stuff".

DR. EVIL
It's what the French call a certain
'I don't know what.'

SCOTT
If you've got a time machine, why
don't you just go back and kill Austin
Powers when he's a baby or something?

DR. EVIL
No, no, no.

NUMBER TWO
(interrupting)
Dr. Evil, wouldn't it be easier to
use your knowledge of the future to
play the stock market? We could
literally make trillions.

DR. EVIL
(smug laugh to himself)
Why make trillions when we could
make...
(pause)
Billions?

NUMBER TWO
Excuse me?

DR. EVIL
Why think small is all I'm saying.

SCOTT
A trillion is more than a billion,
numb-nuts.

DR. EVIL
Zip it. Unveil the time portal!

A wall panel opens to reveal a Stargate-like wall of
shimmering energy.

DR. EVIL
Ladies and gentlemen, I give you the
time portal. As you know, Austin
Powers was frozen in 1967. Therefore,
I time travel to 1969, two years
after he was frozen. Security will
be lax and I'll strike when he is
totally helpless.

First, I take Austin Powers' mojo. Then I begin my domination
of the world.

SCOTT
Can I come?

DR. EVIL
No, Scott, Daddy has a score to
settle. Austin Powers is the snake
to my mongoose, or the mongoose to
my snake. Either way it's bad, I
don't know animals. But I do know
this: This time it's personal. Frau,
Number 2, I'll see you both in 1969.
Come, Mini-Me.

Dr. Evil walks to the portal. Mini-Me follows, imitating him
perfectly. They enter the portal.

There is a FREEZE FRAME effect and they FADE AWAY, like in
Star Trek.

INT. DR. EVIL'S VOLCANO LAIR -

Dr. Evil and Mini-Me emerge on the other side of the portal
into a NEW LAIR. It is a large hollowed-out volcano room
dominated by chrome conduits and tasteful art pieces. A
younger Frau sits with NUMBER TWO, now played by ROB LOWE in
an eye-patch.

DR. EVIL
Ah, here we are Mini-Me, 1969. Number
Two, you look very youthful and
healthy.
(turning to Frau)
And Frau you look...right.

As Dr. Evil walks to the center of the room, chairs rise
from the floor. Everyone takes a seat, but Dr. Evil gets
caught in the middle as chairs rise around him. He is
frightened. One of the rising chairs hits him in the crotch.

DR. EVIL
OK, people, we now officially have a
chair problem. If another one of
these chairs hits me in the nuts,
I'm gonna go postal. Mini-Me, I want
you to meet Number Two.

NUMBER TWO
Hello there.

Mini-me says nothing.

DR. EVIL
Mini-Me?

Mini-me still says nothing.

DR. EVIL
Shy. Low blood sugar.
(to room)
Gentlemen, Phase Two is beginning. I
have an operative inside the Ministry
of Defense. By this time tomorrow,
Austin Powers' mojo will be mine.

Dr. Evil goes over and looks out the large window.

DR. EVIL
(maniacal laugh)
Ha-ha-ha! Ha-ha-ha!

EXT. DR. EVIL'S TROPICAL ISLAND -

We cut outside to see that window is in fact the left eye of
a Mt. Rushmore-type depiction of Dr. Evil carved into the
side of a volcano on a tropical island.

DR. EVIL (V.O.)
(maniacal laugh)
Ha-ha-ha! Ha-ha-ha!

INT. MOD - CRYOGENIC FREEZING ROOM -

We see Austin's FROZEN BODY in cryogenic storage. Above it,
we see two digital clocks. One reads:

CURRENT DATE: MAY 25, 1969, the other reads: DATE FROZEN:
NOVEMBER 11, 1967. One of the SCOTS GUARDS, is an IMMENSELY
FAT SCOTTISH SOLDIER (played by Mike Myers).

BRITISH COLONEL
We've had reports that there's a spy
in the Ministry of Defense. The
contents of this room are vital to
the country. Be on special alert.

FAT SOLDIER
(thick Scottish accent)
Those bastards will have to kill me
before I let anything happen to this
wee naked hairy popsicle, sir!

BRITISH COLONEL
Very good. And try and lose some
weight for God's sake!

They exchange salutes and the Colonel exits.

FAT SOLDIER
Yessir!
(sotto after the
Colonel)
I outta smash your teeth out with a
Toffee Hammer Mr. English Colonel
Telling-Me-What-To-Do-And-Stealing-
our-Oil-Refusing-To-Recognize- our-
Scottish-Independence!

The Fat Soldier begins to play the BAGPIPES, a white vapor
comes out of them, filling the room.

The other soldiers COLLAPSE, unconscious.

He bores through the ice and pulls out a Sixties high-tech
syringe type device with an LED graph on the side. He places
it in Austin's navel. The LED meter goes from red to green,
indicating FULL MOJO.

EXT./INT. AUSTIN'S SHAGUAR - DRIVING - DAY

Austin drives in MODERN TRAFFIC. He is drinking a STARBUCKS
COFFEE and listening to the Jag's in-dash CD PLAYER. Suddenly
Austin DROOPS. The car starts to sputter. The fuel gauge
reads empty.

AUSTIN
Gor blimey, I'm on empty! That's
funny, I just filled the Shaguar up
this morning.

Austin hits a button on the dashboard.

BASIL EXPOSITION appears on the picture phone in the dash.

BASIL EXPOSITION
(on picture phone)
Hello, I'm Basil Exposition, head of
British Intelligence.

AUSTIN
You always are, Basil. Listen, the
weirdest thing just happened, I've
run out of petrol.

BASIL EXPOSITION
We'll send a man around immediately.
How was your honeymoon?

AUSTIN
Vanessa tried to kill me, Basil. She
was a Fembot!

BASIL EXPOSITION
Ah women, who can understand them?
Moving on, let's discuss your new
case.

AUSTIN
New case? Very shagadelic, Basil!

BASIL EXPOSITION
You'll be doing a photo shoot. We
know that one of the models is an ex-
KGB agent selling top secret material
to the highest bidder.

AUSTIN
That sounds easy enough, you know
what they say: all work and no
shagging makes Austin a dull boy,
man!

INT. SKI LODGE

Austin sets up his photo equipment. The room is decorated in
classic Heffner- bear skin rugs, leather chairs, roaring
fire.

AUSTIN
(looking around)
Tres chic, baby.

REG, the photo assistant, enters.

REG
Austin, the models are ready.

AUSTIN
Ta, Reg. Bless your cotton socks.
Hey, Reg, do you have any hobbies?

REG
What?

AUSTIN
Hobbies, man! I for one enjoy making
models!

The models make their entrance. They are REAL SUPERMODELS,
say CINDY CRAWFORD, REBECCA ROMAJIN and also one MODEL we
don't know.

SUPERMODELS
(circling Austin)
It's him! Oh my God! It's Austin
Powers!

Austin shoots a look to Reg like 'still got it, baby.'

AUSTIN
One at a time, girls. One. At. A.
Time!

CINDY
Hi, I'm Cindy. I don't believe I've
had the pleasure.

AUSTIN
Of course you haven't had "The
Pleasure", we just met, baby, yeah!

REBECCA
How do you do, Austin? I'm Rebecca.
(indicating the photo
gear)
Your equipment is quite impressive.

AUSTIN
Thank you. Your breasts are amazing.

Austin comes to the unknown model. She is tall and angular.

AUSTIN
And what's your name, baby?

MODEL
(thick Russian accent)
Ivana Humpalot.

AUSTIN
Excuse me?

IVANA
Ivana. Ivana Humpalot.

AUSTIN
And I vanna toilet made of solid
gold but it's just not in the cards,
now is it?

Austin looks over the girls, trying to decide who is the
spy.

AUSTIN (V.O.)
(inner monologue)
Now, which one is the Russian spy?
Cindy Crawford, Rebecca Romajin...
or Ivana Humpalot? Think, man, think!

Austin begins snapping pictures. The sequence is shot like a
photo shoot, with freeze frames, etc.

AUSTIN
Alright, baby! Love it. Turn and
pout for me baby! Smashing!

Cindy gets on all fours.

AUSTIN
Great, darling. Give me some shoulder.
Yes, yes, yes.
(angry)
No! No!

FULL FRAME, cover of Vogue. Cindy with her head framed out.

AUSTIN
(to Rebecca)
Show me love. Smashing! You're an
animal. You're a tiger. Be a tiger,
baby! You're great! You're Grrrrrr-
eat! You're Tony, be corn flakes,
baby, be frosted. Now be a lemur,
baby! You're a ring-tailed lemur.

Rebecca looks confused.

REBECCA
A lemur?

AUSTIN
A small mammal native to the African
savannah. C'mon baby, you know. Like
this!
(imitating lemur)
OK, predator coming! Now, burrow,
burrow! You're a lemur. It's all
you've got.
(beat)
I take it back. Be a tiger again.
Smashing!

FULL FRAME, Rebecca on the cover of National--Geographic.

AUSTIN
And... done! I'm spent!

Austin throws his camera to Reg, who catches it.

REG
Hel-lo, you forgot about Ivana.

AUSTIN
I didn't forget, baby. Miss Humpalot
and I are going to have a 'private
session'.

Reg shows the girls out as they PROTEST. Austin and Ivana
are left alone. Austin CLAPS TWICE and the lights dim. He
CLAPS again and the fire goes up.

MUSIC: I'm Never Going To Fall in Love Again by BURT BACHARACH

IVANA
When did you get "The Clapper"?

AUSTIN
November, 1964, Dutch East Indies,
shore leave.

IVANA
Are you cold, Mr. Powers?

AUSTIN
I once had a bad experience with
frostbite. I had to dip my tadger
into a brandy snifter.

Ivana moves over to a chessboard set up nearby.

IVANA
Do you know how we keep warm in
Russia?

AUSTIN
I can guess, baby.

IVANA
We play chess.

AUSTIN
I guessed wrong.

IVANA
It takes a keen intelligence to play
chess. Of course, you know what they
say about men with big brains, don't
you?

AUSTIN
They wear large hats?

IVANA
No, they make better lovers.

AUSTIN
Wrong again.

Ivana starts playing with the chess pieces sexily (like in
The Thomas Crowne Affair).

IVANA
I assume you know how to play.

She runs the bishop across her lips sexily.

AUSTIN
Of course. The... horsey... moves
in an L shape.

Austin tries to match her sexy moves and CHOKES on a piece.

AUSTIN
Let's stop playing games with each
other... especially difficult ones.
May I ask you a question, Miss
Humpalot?

IVANA
Of course.

AUSTIN
Do I make you horny? Do I?

Austin rolls around on the polar bear rug.

IVANA
I'll tell you anything you want to
know, just make love to me.

She pulls his shirt off, revealing his prodigious chest hair.

IVANA
You are hairy, like an animal!

AUSTIN
(growling and barking)
Grrrr, baby.

Austin takes the head of the bear skin rug.

AUSTIN
Grrrr. Ruf! Ruf!
(covers the bear's
eyes)
Wait a tick, I don't want him watching
me while I'm on the job!

IVANA
Make love to me, monkey man.

AUSTIN
Groovy, baby!

We pan around the room, seeing all the stuffed and mounted
wildlife who seem to be watching. Suddenly the camera stops.
So does the music.

IVANA (O.S.)
What's the matter?

CUT TO:

MONTAGE - VARIOUS STOCK FOOTAGE

A tall flower wilts and beds over. A souffle falls. A flag
is lowered to half mast. A giant redwood falls in a forest.
A hot air balloon deflates and falls. An actual scientific
diagram of a penis in the refractory period.

INT. LODGE

AUSTIN
(to camera)
Crikey, I've lost my mojo.

EXT. LONDON STREETS (STOCK FOOTAGE)

An ambulance races through the streets, SIREN BLARING.

EXT. MINISTRY OF DEFENSE

SUPER: "MINISTRY OF DEFENSE"

INT. MOD - HALLWAY

Basil hurries through, pushing past TECHNICIANS and WORKERS.

BASIL EXPOSITION
Where is he? In here?

INT. MOD - LAB

Basil enters. Cross between a hospital room and a lab. Austin
lies in bed hooked up to lots of monitoring equipment.

BASIL EXPOSITION
Austin, I came as soon as I heard.

AUSTIN
There must be some kind of mistake,
Basil. Maybe I was drunk and I didn't
know it.

Austin holds his neck very stiffly.

BASIL EXPOSITION
What's wrong with your neck, Austin?

AUSTIN
(turning stiffly to
face Basil)
I took a Viagra and it got caught in
my throat. I've had a stiff neck for
hours. Basil, is it true? Have I
lost my mojo?

BASIL EXPOSITION
We're going to run a few tests,
Austin. Don't worry, old friend,
we'll get to the bottom of this.

INT. MRI MACHINE

Austin is being loaded into one of those big scary MRI
machines: the MOJONATOR 9000. The mojo meter reads VERY LOW.

INT. MOD LAB

MONTAGE (TIME-LAPSE): Technicians in white suits and masks
transform the room into a love lair: A pair of Latex-gloved
hands carefully puts a BURT BACHARACH record on a turntable.
Examination lights are replaced with LAVA LAMPS. A tray is
brought in with a videotape marked "SWEDISH EDUCATIONAL FILM."

Finally, the transformation is complete. Austin lies in bed
reading a vintage PLAYBOY. A CANDY STRIPE NURSE enters, very
pretty, in a tight outfit.

NURSE
Excuse me, Mr. Powers, I need to
give you a sponge bath before we
begin the test.

AUSTIN
(not paying attention
to her)
Alright, miss, just let me finish
this article on the Suez crisis.

An ALARM goes off. Bright LIGHTS come on. Basil enters.

AUSTIN
What's going on?

BASIL EXPOSITION
Alright, everyone, we're done.

AUSTIN
But the test hasn't even started!

BASIL EXPOSITION
Agent Haggerty was the test, Austin.
Not only were you actually reading
an article in that Playboy, but a
candy-stripe nurse offering to give
you a sponge bath didn't so much as
turn your head.

AUSTIN
Wait, I can explain, man! I was going
to shag her but the article was so
fascinating--

BASIL EXPOSITION
I'm sorry, Austin, I'm afraid it's
true: you've lost your mojo.

Basil shows Austin the mojometer, which reads EMPTY.

AUSTIN
(crushed)
Without my mojo, I'm useless to the
Ministry and to Her Majesty. I think
it's time to retire.

BASIL EXPOSITION
I'm afraid that's not possible,
Austin. You see, Dr. Evil has
returned.

AUSTIN
Again?

BASIL EXPOSITION
Again.

INT. MOD - TIME-TRAVEL ROOM

Austin and Basil ride on the back of a golf cart through the
largest room you've ever seen in your life.

BASIL EXPOSITION
We have evidence that Dr. Evil has
developed a time machine.

Basil shows Austin altered photos of Dr. Evil with famous
villains, such as Sadam, Nixon, and Donald Trump.

BASIL EXPOSITION
Our researcher noticed that these
photos from the archives have changed.
That means Dr. Evil is traveling
back in time and creating alliances
with each decade's most despised
villains.

Austin tries to read them and gets queasy.

AUSTIN
I can't read in the car. I get a bit
vomy.

Austin burps and swallows it.

AUSTIN
Got it. I almost gipped.

BASIL EXPOSITION (V.O.)
Our data indicates that Dr. Evil is
in the year 1969. Luckily, we also
have a time travel device. After
years of research we've developed a
machine that will transport you back
to the Sixties.

A bright overhead light comes on spotlighting a brand new
VOLKSWAGEN BEETLE CONVERTIBLE, painted up psychedelic by
Peter Max.

AUSTIN
But Basil, isn't that the new
Volkswagen Beetle?

BASIL EXPOSITION
That's what they'd like you to
believe.

AUSTIN
So, Basil, if I travel back to 1969
and I was frozen in 1967, I could go
look at my frozen self. But, if I'm
still frozen in 1967, how could I
have been unthawed in the 90's and
traveled back to the Sixties?
(goes cross-eyed)
Oh, no, I've gone cross-eyed.

BASIL EXPOSITION
(to camera)
I suggest you don't worry about those
things and just enjoy yourself.

Austin gets into the car and turns it on.

AUSTIN
This is smashing Basil. I'll go back
to the Sixties, recharge my mojo,
defeat Dr. Evil and be back in time
for tea.

BASIL EXPOSITION
Good luck, Austin.

AUSTIN
Luck has nothing to do with it, Basil.

Austin steps on the gas. The car lurches in reverse and
smashes some equipment.

AUSTIN
Sorry.
(changing gears)
Swinging Sixties, here I come, baby,
yeah!

The car takes off, heading for the wall. It DISAPPEARS,
leaving flaming tread marks.

FLASH CUT TO:

EXT. STREET - LONDON -

The Beetle time machine appears out of nowhere and screeches
to a stop. A London HIPPIE smoking a hukka watches. He throws
the hukka down. Austin hops out.

AUSTIN
I feel better already, man!

Austin smiles and we see that his teeth are back to being
TERRIBLE. He walks off as a crowd gathers around the car.

EXT. PARK - LONDON

Austin enters the park in high spirits. We PULL BACK to see
that Austin is being watched through binoculars by a big
ARYAN ASSASSIN.

PULL BACK FURTHER to reveal a beautiful MYSTERIOUS WOMAN
watching both of them. From this distance we can't tell who
she is.

A sign reads "BE-IN FOR PEACE". HIPPIES, MODS, and FREAKS of
all descriptions dance to the music of a PSYCHEDELIC BAND.
The band's name is on the drum kit: "MING TEA."

AUSTIN
Alright, baby, a swinging shin-dig!

Austin gets into the dancing, quickly becoming the center of
the scene. The lead singer of the band invites him on stage
and hands him the microphone as the band starts a new song:
"SEXUAL REVOLUTION."

Austin begins singing and a choreographed musical number
begins involving the outdoor crowd a la Bob Fosse's Sweet
Charity or Hair.

AUSTIN
(singing)
'THERE'S A SEXUAL REVOLUTION, YOU
CAN FEEL IT IN THE AIR. PEOPLE
SHAGGING JUST LIKE WEASELS AND THEY
JUST DON'T SEEM TO CARE.

Hip-thrusting young MOD FREAKS Fosse-hump rhythmically.

AUSTIN
(singing)
HEY, WATCH OUT SQUARES... YOU MAKES
US BORED! THE PENIS IS MIGHTIER
THAN THE SWORD

Austin does various groovy dance moves like THE ROCK 'EM
SOCK 'EM ROBOT and THE HEAVYWEIGHT.

AUSTIN
(singing)
THERE'S A SEXUAL REVOLUTION AND YOU
AIN'T SEEN NOTHING YET PEOPLE SHAGGING
IN THE CLUBS AND INSIDE A JUMBO JET

Forty Austins appear in a KALEIDOSCOPE EFFECT.

AUSTIN
(singing)
HEY SQUARE WORLD THE END IS NIGH.
WHEN WE SAY HUMP YOU SAY 'HOW HIGH?'

Three GROOVY CHICKS behind Austin suddenly have tambourines
for the big finale. The assassin and the mysterious woman
are both in the audience, keeping an eye on Austin. All we
see of the woman are shots of her BOOTS, CLOTHES, and a FEMALE
SYMBOL MEDALLION.

AUSTIN
(singing)
SO GO MAKE LOVE OR MASTURBATE--
SEXUAL FREEDOM WILL NEVER BE
OUT OF DAAAAAAAAAAATE!

Austin holds the note an improbably long time, arms
outstretched.

The dancers crouch-walk towards the camera.

EVERYONE
(chanting)
FREE-- LOVE!
(louder)
FREE-- LOVE!
(louder)
FREE-- LOVE!
(shouting)
IT'S THE SIXTIES!

The SONG ENDS and all the dancers end up on one knee with
their arms outstretched, panting. Austin breathes heavily
and smiles smugly like Michael Flatley, Lord of the Dance.

We are TIGHT ON Austin's ass. PULL BACK to see that it is
the MYSTERIOUS WOMAN who is watching Austin's ass. She SMILES
behind the binoculars hiding her face.

37 EXT. CARNABY ST.

Austin walks down the street looking at his new BEATLES ALBUM.

Sitting in a parked Citroen watching him is the ASSASSIN.

The Aryan assassin nods to a SHOE-SHINE on the street.

The shoe-shine boy nods to a BUSINESS MAN in a Homburg.

The business man nods to a BOBBY.

The bobby nods to a WOMAN WITH A BABY CARRIAGE.

The woman with a baby carriage nods to a MIME.

The mime nods to a BLIND BEGGAR with a tin cup.

The blind beggar nods to a CARPENTER on a roof.

The carpenter FLASHES A LIGHT to an INDIAN CHIEF.

The Indian Chief gives a SMOKE SIGNAL to a TELEGRAPH OPERATOR.

The telegraph operator sends a signal to the BEEFEATER GUARD.

The Beefeater salutes with his pike to a SEXY TICKET COLLECTOR
on a double-decker bus.

The sexy ticket collector signals a TAXI DRIVER.

The taxi driver nods back to the assassin as he drives by.

INT. CITROEN

The assassin gets the signal and starts the car. The whole
nodding sequence was a circular waste of time.

EXT. STREET - VARIOUS ANGLES

Austin walks along. Suddenly, he sees the Citroen coming at
him. He dives out of the way and takes off running. He rounds
a corner and pretends to be a COUPLE MAKING OUT against a
wall by hugging himself.

The assassin sees him and slams on the brakes. He raises his
gun.

Austin turns as he hears a car HONK.

It's Austin's BEETLE CONVERTIBLE. The mysterious woman steps
out.

We see her in her entirety for the first time, and what a
sight it is. She has long auburn hair and wears a tight racing
suit, unzipped just enough to show the female symbol
medallion.

She is FELICITY SHAGWELL.

MUSIC: FELICITY'S THEME

FELICITY
Care for a ride?

AUSTIN
That's my Beetle, baby.

FELICITY
It was your Beetle. Get in.

Austin dives in as the assassin FIRES. The car speeds off.

INT. BEETLE (REAR PROJECTION)

Felicity drives expertly.

FELICITY
Austin Powers, I presume?

AUSTIN
Powers by name, Powers by reputation.

FELICITY
Felicity Shagwell, CIA. Shagwell by
name, Shag-very-Well by reputation.

AUSTIN
(turning to camera)
Crazy, baby!

EXT. ROAD

The Beetle zips along, and then-- the Citroen appears behind
it.

The assassin FIRES.

INT. BEETLE

Felicity turns around to look.

FELICITY
Grab the wheel, would you?

Austin grabs the wheel and Felicity pulls a gun. She turns
and FIRES out the window.

EXT. ROAD

The assassin's tire BLOWS. The car skids towards a Cliff and
he jumps out as it goes over.

EXT. CLIFF SEEN FROM THE OCEAN

The car goes over and tumbles down the cliff, bouncing three
times before it EXPLODES.

EXT. CLIFF

The assassin hangs on to a branch with one hand. He falls.

ASSASSIN
Ahhhhhhhh!

EXT. CLIFF SEEN FROM THE OCEAN

Same shot as the car: The assassin's body goes over and
tumbles down the cliff, bouncing three times before it, too,
EXPLODES.

FELICITY
Well, Austin, I think this time you
may have met your match.

AUSTIN
Oh, I've beaten Dr. Evil before, and
I'll beat him again.

FELICITY
I was talking about me.

She smiles, turns, and walks away.

INT. AUSTIN'S PAD

The room is dark, with only a single spotlight providing
illumination. Suddenly, Austin and Felicity rise on an
elevator into the middle of the spotlight.

AUSTIN
Welcome to my shag pad, baby.

Light floods the pad, revealing hanging basket chairs, Hi-
fi, and Warhol silk screens of Austin.

Austin blows DUST off a table.

AUSTIN
Care for something to drink?

Austin hits a button and a bookcase revolves to reveal a
wetbar.

AUSTIN
Or perhaps something to read?

Austin walks seductively over to the real wetbar and hits a
button. It revolves to reveal a bookcase.

AUSTIN
How about a hot cup of coffee?

FELICITY
Yes, I rather fancy a grind.

AUSTIN
Oh, Behave!

Austin hits a button and an automatic coffee-pourer pours a
cup.

MUSIC: Girl from Impenema by JOBIM

AUSTIN
Would you like a... mas-sage? A
sensssual mas-sage?

Austin hits a button and a series of actions take place: the
floor opens up to reveal a sunken bed; red gels slide into
place over the lamps; a painting slides back to reveal a
reel-to-reel; an end table revolves to reveal a selection of
massage oils.

Felicity lies on her stomach. Austin begins to massage her.

AUSTIN
How does that feel, baby?

FELICITY
Mmm, lower.

AUSTIN
(lowering his voice)
HOW DOES THAT FEEL, BABY?

They laugh. Austin continues to massage her.

FELICITY
Wait, something's itching me.

She reaches behind her and unties the strap of her evening
dress, revealing her naked back.

FELICITY
That's better.

AUSTIN
Crikey!!!

Austin GULPS and accidentally spurts way too much oil on
her.

AUSTIN
Sorry.

Austin continues the back rub and Felicity stretches out on
the bed.

AUSTIN
(talking to his crotch)
Hello, anyone home? C'mon lads, do
it for England.

Austin takes a peak-- nothing. He is panicked.

FELICITY
Oh, that was so relaxing. Felicity
stretches very sexily.

AUSTIN
Would you 'like to see my etchings?

FELICITY
(sexy)
I think I'm ready for bed.

She moves close to Austin. He slides to the other side of
the bed.

AUSTIN
I'll get you some PJs.

FELICITY
No, I'm ready for bed.

She moves over to him. He avoids her.

AUSTIN
Oh, you'll want to clean your teeth
then.

Austin holds up toothpaste and toothbrush. Felicity finally
grabs him and pins him to the bed.

FELICITY
No, I want to have sex with you,
Austin.

AUSTIN
Hello Vicar!

FELICITY
I've studied everything about you-
your methods, your accomplishments,
your preferences. You're the reason
I became a spy. Now, I've waited two
years to meet you, so I say we get
busy making up for lost time.

Austin sits up.

AUSTIN
(reflective)
Felicity, I used to think that way,
too, but I guess... I guess I've
changed. Not to make a short story
long, or to ramble on and on, or to
keep talking in a repetitive manner
ad infinitum until it becomes
impossible to remember what I was
talking about in the first place,
but- where was I?

MUSIC: SAD INSTRUMENTAL

AUSTIN
Oh yes. Felicity, I can't shag you.
I've lost my mojo.

FELICITY
(obviously disappointed)
Oh.

AUSTIN
I thought coming back to the Sixties
would bring it back, but it hasn't.

FELICITY
Austin, don't worry. I know just the
man to help you. He's my guru. Ringo
recommended him and he's the best.

AUSTIN
I'll warm up the Jumbo Jet, baby!

EXT. AUSTIN'S PSYCHEDELIC JUMBO JET

Austin's plane in flight.

EXT. INDIA - STOCK FOOTAGE

EXT./INT. BEETLE

Austin and Felicity drive against obvious rear screen
projection of India.

INT. ASHRAM

It looks like a mosque, with incense, tapestries, and
DISCIPLES. Austin and Felicity enter.

MUSIC: SITAR

FELICITY
There he is. That's my guru.

We see the GURU PITKA (played by Mike), an Indian man in a
bright red sari.

FELICITY
Guru, I'd like you to meet Austin
Powers.

AUSTIN
How are you baby?

GURU PITKA
My chakras are aligned and I am in a
perfect state of equipoise.

AUSTIN
Good on ya. I don't know what that
means but it sounds fab.

FELICITY
Guru, we need some advice.

GURU PITKA
Hold your horses and any other beasts-
of burden. I must lead my disciples
in meditation and then I will help
you.

The Guru walks to the front of the room and the disciples
sink to their knees.

DISCIPLES
Ahhhhhh!

GURU PITKA
My name is the Guru Pitka. I am a
spiritual teacher and I have combined
many disparate disciplines into a
unified movement of human potentiality
and equipoise that I learned from my
guru, the late Guru Shastri, a chaste
man who died mysteriously of a disease
that strangely had all the hallmarks
of syphilis. He would say to me,
Sparky, love is all, life is breath.

DISCIPLES
Ahhhhhh!

GURU PITKA
Now, perhaps you are wondering where
I got the nickname Sparky. Well,
when we were young we used to play a
game called "Stinkmop". We would
urinate into a bucket, dip a mop
into it, and play tag. I did not
care for "Stinkmop" and a very wise
old man said to me 'oh lighten up,
Sparky', and I don't know, the name
kind of stuck.

DISCIPLES
Ahhhhhhhh...

GURU PITKA
Now, the reason I am a spiritualist
instead of a therapist is that
'therapist' often becomes 'the rapist'
and that will not help us attain
potentiality. Now what is
potentiality? It is the ability to
achieve those goals that we wish to
achieve for ourselves. People often
say to me that they feel "nowhere",
and I am going to change that to
"Now here."

The guru holds up a card which says "NOWHERE = NOW HERE!"

DISCIPLES
Ahhhhhhh...

GURU PITKA
And you have many assumptions about
your goals, but when you "assume"
You make an "ass" out of "u" and
"me".

Guru holds up a card which says "ASSUME = ASS - U - ME."

DISCIPLES
Ahhhhhhh....

GURU PITKA
The being, or that which we call
'ourselves', is not the tinker. It
is not the taughts. It is the Gap
between the tinker and the taughts!
We are not our mind, we are not our
body, we are the Gap!

Guru holds up a card that says "NOT TINKER, NOT TAUGHTS, BUT
THE GAP" with the familiar Gap font.

DISCIPLES
Ahhhhh...

GURU PITKA
(rapid fire)
The heart of the matter is that you
are the heart of the matter. There
is no "I" in "team". Beer before
liquor, never sicker. Don't take a
wooden nickel. If your pipe is short
and your pump is weak, you better
stand close or you'll piss on your
feet. He who goes to bed with itchy
bum wakes up with smelly finger.

DISCIPLES
Ahhhhh...

GURU PITKA
Finally, the path to spiritual
awakening requires the death of ego.
Leggo of my ego! Let us end with the
mantra: Om Ay Vant Yu Uh... Mo Ay
Vant Yu Uh... Mo Ay Vant Yu Hu.

DISCIPLES
(chanting)
Om Ay Vant Yu Uh... Mo Ay Vant Yu
Uh... Mo Ay Vant Yu Hu.

The Guru takes a swig of Yoo-Hoo.

GURU PITKA
Go with God, and pay at the door
please.

The disciples file out. Austin and Felicity approach.

GURU PITKA
How can I help you?

AUSTIN
Guru, I'm having trouble performing.

GURU PITKA
What do you mean?

AUSTIN
You know- my bits and pieces are a
bit sleepy.

GURU PITKA
I'm not understanding.

AUSTIN
I've forgotten the steps to the Mummy-
Daddy dance.

GURU PITKA
Still not clear.

AUSTIN
My flag's at half mast and no one
will salute it.

GURU PITKA
Sorry?

AUSTIN
My Willie don't work.

GURU PITKA
Why are you beating around the bush?

AUSTIN
That's my problem.

GURU PITKA
Ohhhhh, I get it.
(beat)
No, I don't get it.

FELICITY
He's impotent!

AUSTIN
Alright, easy.
(to Guru)
Felicity and I were all set for some
hump Olympics and I couldn't bat for
six.

GURU PITKA
Oh, yes, I see.

AUSTIN
You have no idea what I'm saying, do
you?

GURU PITKA
Not a word.

AUSTIN
Guru, I've lost my mojo.

GURU PITKA
Oh, mojo! You should have said so.
Well, you've lost your mojo because
your chakras are misaligned. You
have lost love.

AUSTIN
Lost love? Oh, you mean Vanessa?

FELICITY
Who's Vanessa?

AUSTIN
She was an evil robot minion of Dr.
Evil. I couldn't have loved her.

GURU PITKA
Denial ain't just a river in Egypt,
buddy. You will only get your mojo
back when you surround yourself with
love.

AUSTIN
Oh, I get what you're saying now!
He's talking about free love, baby!
Tune in, turn on, and drop out!

GURU PITKA
I am talking about true love. You
must stay and study until you are
worthy.

AUSTIN
No way, man. The only way to surround
yourself with love is to throw a
swinging shin-dig! Yeah, baby, yeah!

INT. DR.EVIL'S VOLCANO LAIR

Dr. Evil and Frau are interrupted by the man we now know as
FAT BASTARD. He is foul-mouthed, and when he swears he is
bleeped.

DR. EVIL
Well done, Fat Bastard. May I have
the mojo?

FAT BASTARD
First things first, where's your
shitter? I've gotta bleepin, turtle
head pokin' out.

DR. EVIL
(disgusted)
Right. Charming. Fat Bastard- you
don't mind me calling you Fat Bastard
do you?

FAT BASTARD
I've got a lot of demons kickin'
around in my noggin, but weight issues
ain't one of them.

DR. EVIL
Alright, Fatty-

FAT BASTARD
The name is Fat Bastard! I'm the
incorrect weight for my height and I
was born out of wedlock, hence the
moniker Fat Bastard. Hey, I'm not
kiddin'. I've got a crap on deck
that could choke a donkey.

DR. EVIL
Fat Bastard, the mojo?

FAT BASTARD
Where's my (bleeping) money?

DR. EVIL
A gentlemen never discusses money.

FAT BASTARD
Fine, you can take your (bleep)in'
money and shove it up your (bleep),
you stupid (bleeping) prick! While
you're at it you can suck my greasy,
two-toned (bleep)!

DR. EVIL
(pause)
Vulgarity is no substitute for wit.

FAT BASTARD
(Bleep) you!

DR. EVIL
Right. Bring in the money.

Dr. Evil PRIVATE ARMY SOLDIERS drive in a forklift loaded
with gold bars.

FAT BASTARD
Alright, here it is.

Fat Bastard slowly draws out the high-tech syringe full of
MOJO.

Dr. Evil is mesmerized.

DR. EVIL
Mini-Me, fetch.

Mini-Me runs and snatches the mojo from Fat Bastard and gives
it to Dr. Evil, who caresses it and places it on a SPECIALLY
PREPARED PEDESTAL.

NUMBER TWO enters.

NUMBER TWO
Dr. Evil, I have some bad news. Austin
Powers is back in the Sixties. One
of our best assassins spotted him
but he got away.

DR. EVIL
This is ri-goddamn-diculous, we have
his mojo.

NUMBER TWO
There is another. Felicity Shagwell,
CIA.

Suddenly, Scott Evil enters through TIME PORTAL.

DR. EVIL
Scott, what are you doing here?

SCOTT
I don't know, I was sitting around
watching the tube and The Courtship
of Eddie's Father came on Nick at
Nite, you know, and I was just
listening to that theme song--
(hums/sings the theme)
Anyway it made me think that maybe
we could try and work things out.
You know, you are my Dad and I need
you.

DR. EVIL
You had your chance, Scott. I already
have someone created in my image.
He's evil, he wants to take over the
world, and he fits easily into most
overhead storage bins.
(looking around)
Has anyone seen Mini-Me?
(calling out)
Mini-Me! Mini-Mouse? Mini-Driver?
Hello! Mini Pearl? Can we put a
frickin' bell on him or something?

Scott, very hurt, sits back in his chair and sulks. Dr. Evil
hits a button and a model moon and a model earth descend.

DR. EVIL
Gentlemen, phase three. We place a
giant laser on the moon. Let me
demonstrate.
(beat)
Where's my laser?

Dr. Evil looks around and sees Mini-Me gnawing on the model
laser. Dr. Evil takes it from his mouth

DR. EVIL
Mini-Me, don't chew my laser.
(to room)
Not feeling well. He has an ear
infection, but tit's OK.
(pause)
No? Nothing?
(back to model)
Anyway, the laser is powerful enough
to destroy every city on the planet
at will. We'll turn the moon into
what I like to call a "Death Star".

Scott SNICKERS.

DR. EVIL
What?

SCOTT
(snickering again)
Nothing Darth.

DR. EVIL
What did you call me?

SCOTT
Nothing.
(pretends to sneeze)
Rip-off!

DR. EVIL
(unsure)
Bless you? Anyways, since my "death
star" laser was invented by the noted
Cambridge physicist, Dr. Parsons. I
thought we'd name it in his honor--
the Alan Parsons Project.

Scott SNICKERS again.

DR. EVIL
What now?

SCOTT
The Alan Parsons Project was a
progressive rock band from 1982.
Why don't you just name it Operation
Wang Chung, ass?

DR. EVIL
(indicating laser)
When you get your own evil empire,
you can call it whatever you want.
Gentlemen, allow me to demonstrate
the awesome lethality of the Alan
Parsons Project. Fire the laser!

INSERT SHOT:

A giant laser beam smashes down through the roof of the White
House, causing it to explode.

Everyone is shocked by the laser's power.

NUMBER TWO
My God, Dr. Evil, you destroyed the
Wihite House with no warning!

DR. EVIL
Actually, that was just footage from
the 1996 blockbuster motion Picture
Independence Day, but it would be a
lot like that. What do you think,
Scott?

SCOTT
Yeah, Codename: Thompson Twins was
really impressive.

DR. EVIL
Shhhh!

SCOTT
I'm nineteen, I don't-

DR. EVIL
Shh! Shh-Shh. Shh-Shhhhhh-Shh. Shh-
shh! It's Morse code.
(reading imaginary
paper)
Let me decipher... it says 'shhhhh!'

SCOTT
You are so lame-

DR. EVIL
(like Electric Company)
Ssssss...huuuuuh...Shhhhh!

NUMBER TWO
Dr. Evil, what are we going to do
about Powers?

DR. EVIL
Fat Bastard, in addition to being
extremely rotund, you're a vicious
killer.

Take care of it.

FAT BASTARD
It'll be my pleasure.

DR. EVIL
It's an easy job. Without his mojo,
Powers will be...powerless?

INT. AUSTIN'S PAD - NIGHT

A party, packed with dancing freaks of every stripe, is in
full swing. A girl dances in an oversized birdcage.

AUSTIN
This shag-in is gonna blow your mind,
baby, yeah!

The party sequence is shot like Laugh-In. Very fast cuts to
the music.

Austin sees a VERY PREGNANT WOMAN drinking a martini and
smoking. He gently lifts her drink and cigarette away from
her.

PREGNANT WOMAN
Hey!

AUSTIN
You'll thank me later, baby.

Another angle. Austin and Felicity dancing.

AUSTIN
(noticing someone)
Hey! Ricardo Monteblan, how are you?

We see RICARDO MONTEBLAN -smoking a hukka on a round chair.

RICARDO
Hello, Austin! Balls, said the queen
and the king laughed because he had
too.

AUSTIN
(to camera)
Crazy, man!

FELICITY
Let's split up and scope the scene.

AUSTIN
Don't do anything I wouldn't do- at
least not without me.

Felicity slaps Austin on the butt as he walks off.

AUSTIN
Oh, behave!

CUT TO:

Austin at the bar with an exotic-looking mod chick.

AUSTIN
(to chick)
You're very exotic, baby. Do you
have a little English in you?

CHICK
No.

AUSTIN
Would you like to?

CUT TO:

An Alan Zeus-type very gay guy.

ALAN ZEUS GUY
(rolling his eyes)
This is ridiculous!

CUT TO:

A LONDON COP and Felicity are on hanging chairs.

LONDON COP
Have you ever been picked up by the
fuzz?

FELICITY
No, but I bet it really hurts.

CUT TO:

A GUY IN A RAINCOAT on a tricycle, shot undercranked, rides
through the party and falls over.

CUT TO:

Austin pops into frame with a book that says "AUSTIN POWERS
SEXY DICTIONARY".

AUSTIN
The Austin Powers Sexy Dictionary
defines an Eskimo hooker as a frosty
prosty.

CUT TO:

An eskimo at the bar in a fur parka.

ESKIMO
(to camera)
I don't get it.

CUT TO:

The camera pans up Felicity's cool hip-huggers, which are
very tight.

AUSTIN
Those are skin tight. How do you get
into those pants, baby?

FELICITY
Well you can start by buying me a
drink.

Austin does a spit take.

CUT TO:

Felicity with a VIKING.

VIKING
You were great last night. By the
way, I'm Thor.

FELICITY
You're Thor? I'm tho thor I can hardly
thit.

CUT TO:

Austin is wearing a silly spiked German helmet like in Hogan's
Heroes.

AUSTIN
(German accent)
Hello, I am Baron Von Firstinbed.
Last night I had German-Chinese food.
An hour later I was hungry- for power.

CUT TO:

ZEUS GUY
Oh puh-leez, why don't you take a
handful of F-off pills?

CUT TO:

AUSTIN
Did you hear about the contortionist
who was engaged to be married?

FELICITY
Yeah, I heard she broke it off.

CUT TO:

Film running backwards of Austin doing a spit take.

CUT TO:

ARTIE JOHNSON in German helmet behind a plant.

ARTIE JOHNSON
Verrrrry interesting- but shtupid!

CUT TO:

Austin takes his glasses off to clean them. We see his POV,
which is totally fuzzy. He looks over and sees what appears
to be a NUDE GIRL- two round globes and dark triangle.

Austin puts his glasses on and looks again. It is actually a
girl in a flesh-colored dress. In between her and Austin
were two COMPLETELY BALD MEN and a triangular martini glass
filled with a Cosmopolitan.

CUT TO:

Cut to Austin and Felicity together again.

FELICITY
Look at that.

She points to where Fat Bastard and his companion are
standing.

AUSTIN
That's not a pretty sight. Who is
he?

FELICITY
Until recently he worked security
for the MOD, but we think he might
be a double agent, possibly for Dr.
Evil.

AUSTIN
How do you know?

FELICITY
We've noticed that his lifestyle has
changed dramatically. He's made a
lot of cash purchases, he's hanging
out with foxes half his age, and
he's becomes quite a fixture on the
London party circuit.

AUSTIN
Who's the girl?

FELICITY
I don't know, but it looks like he's
splitting.

Fat Bastard exits.

FELICITY
I'll follow him. You see what you
can get out of the girl. We'll
rendezvous later.

Felicity follows Fat Bastard out the door. Austin makes his
way over to the girl.

AUSTIN
Hello, hello.

GIRL
Hello, Mr. Powers. Fab party.

AUSTIN
Who are you today, baby?

GIRL
Robin. Robin Swallows.

AUSTIN
Swallows? That's an interesting name.
Are you English?

ROBIN SWALLOWS
German, actually. My maiden name is
Spitz.

AUSTIN
Well which is it, baby, Spitz or
Swallows? Either way, it's a pleasure.

ROBIN SWALLOWS
The pleasure is mine.

She extends her hand. Austin takes it and shakes. As he
shakes, her cleavage undulates like jello. Austin is
transfixed and keeps shaking far too long.

AUSTIN
Charmed, I'm sure.
(still shaking, her
breasts jiggle)
How do you do?
(still shaking,
jiggling)
Yes, quite.
(shakes, jiggles)
I always enjoy meeting new people.
(shakes, jiggles)
How's your mum? Good.
(shakes, jiggles)
I love shaking hands.

Austin. is shaking her hand so vigorously that she is in
danger of popping out of her dress.

AUSTIN
(snapping out of it)
So, who was your friend?

ROBIN SWALLOWS
His name is Fat Bastard.

AUSTIN
It suits him.

ROBIN SWALLOWS
He's my lover.

Austin is grossed out.

AUSTIN
OK. Would you happen to know if he's
in business with a man named Mr.
Evil?

ROBIN SWALLOWS
I don't know anyone named Dr. Evil.

AUSTIN
Really? I said Mister Evil. Austin
does a smug take.

AUSTIN
Something to drink? Would you like a
Mister Pepper?

ROBIN SWALLOWS
Yes, I'd love a Doctor Pepper.

AUSTIN
Really? I said Mister Pepper.

Austin does another smug take. Robin grabs Austin and pulls
him close.

ROBIN SWALLOWS
You're a groovy boy, I'd like to
strap you on sometime.

AUSTIN
Oh, behave!

CUT TO:

ALAN ZEUS-TYPE GUY IN LIMBO

ALAN ZEUS TYPE
Meanwhile...

BACK TO:

EXT. FISH AND CHIPS STAND - NIGHT

Literally a window in a wall. Fat Bastard is placing his
order.

FAT BASTARD
...and I'll have a fried-prawn
sandwich, with extra mayonnaise, two
whole chickens, a kidney pie, a toad
in the hole, bubble and squeak,
bangers and mash, 3 orders of fish
and chips, and... a Fresca. No ice.

We pan to see Felicity beside him.

FELICITY
I love a man with a large appetite.

FAT BASTARD
And I love a woman with big (bleeps),
so let's shut up and get to
(bleep)ing.

Felicity swallows hard and forces a smile.

INT. AUSTIN'S PAD - NIGHT

AUSTIN
Can I ask you a question?

ROBIN SWALLOWS
Yes.

AUSTIN
Thank you.

Beat.

ROBIN SWALLOWS
Well, what's the question?

AUSTIN
Oh, yes. Would you like to shag?
Would you?

ROBIN SWALLOWS
I'd love to, Mr. Powers, just come
right... over... here.

Robin moves Austin into place as they dance.

AUSTIN
You're a bit of alright.

Just then, Austin looks into her eyes and sees the REFLECTION
OF AN ASSASSIN (Oedipus) about to throw a knife.

Just as he throws it, Austin spins Robin Swallows around and
USES HER AS A SHIELD. She takes the knife squarely in the
back.

ROBIN SWALLOWS
(strained)
Oedipus... use the revolver.

Oedipus pulls out a pistol and begins FIRING. Austin continues
to use Robin AS A SHIELD. She takes six hits. Oedipus runs
out of bullets.

ROBIN SWALLOWS
(strained)
Oedipus... use the machine gun.

Oedipus pulls out a machine gun and FIRES. In a Robert
Rodriquez- like flurry of events, Austin dodges while still
USING HER AS A SHIELD.

Oedipus throws down his gun and charges Austin. Austin uses
Robin's body to block Oedipus's head butt, but his momentum
pushes all three of them through a PLATE GLASS WINDOW of his
second story loft.

IN MID-AIR

As they fall, Austin turns Robin around so that she is between
him and the ground.

EXT. OUTSIDE AUSTINIS FLAT

They land with a THUD. Robin cushions Austin's fall. Oedipus
is dead on the pavement.

ROBIN SWALLOWS
Oedipus, Oedipus...

AUSTIN
Sorry baby, too late. He's as dead
as vaudeville.

ROBIN SWALLOWS
You can't win, Powers. Dr. Evil has
your mojo and it's only a matter of
time before he kills you and takes
over the world.
(weak)
Tell Fat Bastard I'll miss him...

CUT TO:

INT. BEDROOM - NIGHT

Felicity is in bed, naked under the sheets, smoking a
cigarette. We hear strange sounds offstage.

We pan over to reveal she's IN BED WITH A NAKED FAT BASTARD!

He is eating a huge turkey leg, his face covered in food.

FAT BASTARD
I always get (bleep)in' hungry after
I get my end away!

FELICITY
I never would have thought that a
man of such tremendous girth could
be such a, um, creative and sensuous
lover!

FAT BASTARD
You want some chicken? I have more!

He rolls over to reveal his HUGE NAKED ASS.

Felicity takes a homing device out of her purse, looks around
for a place to plant it. She sees his enormous butt cleavage
and realizes that there's only one place for the thing to
go.

ANGLE on FAT BASTARD'S face. He is delighted.

FAT BASTARD
Frisky are we? Alright lets have
another go!

She is horrified.

INT. DR. EVIL'S VOLCANO LAIR - MAIN ROOM

Dr. Evil at his table with Frau, Scott, and Number Two.

DR. EVIL
Get me the President of the United
States.

The PRESIDENT appears on Dr. Evil's video screen with his
ADVISORS behind him.

INT. OVAL OFFICE (SPLIT SCREEN)

PRESIDENT
Dr. Evil, what do you want?

DR. EVIL
Not what I want Mr. President, but I
will receive. In 12 hours I will
destroy Washington, DC with a giant
laser.

Dr. Evil reveals a giant laser. Mini-Me is humping it like a
dog.

DR. EVIL
OK, Mini-Me, why don't you and the
laser get a frickin' room. Honestly.
(to President)
I will destroy another major city
every hour- that is, unless you
pay me-

SNAP ZOOM

DR. EVIL
One hundred billion dollars!

The President and his advisors LAUGH.

PRESIDENT
Dr. Evil that's more than the entire
federal budget for 1969.

DR. EVIL
Don't play games with me. The capitol
will disappear if I don't receive

SNAP ZOOM

DR. EVIL
One hundred billion dollars!

His advisors LAUGH.

PRESIDENT
That much money simply doesn't exist.
I don't think l00 billion is even a
number. It's like saying I want a
kajillion bajillion dollars.

His advisors LAUGH.

DR. EVIL
Come on, Mr. President...

SNAP ZOOM:

DR. EVIL
"Show me the money!"

Dr. Evil looks around smugly. No one laughs.

PRESIDENT
What?

SNAP ZOOM:

DR. EVIL
"Show me the money!"

He looks around again, expectantly.

PRESIDENT
I'm sorry, I don't understand.

DR. EVIL
You know, kwan? Show me the money?
No? Nothing?

SCOTT
It's 1969. That movie won't come out
for another 30 years, ass. They
don't know what you're talking about.

DR. EVIL
Right. OK, see if you understand
this: give me the money or I'm going
to blow you to frickin' bits, OK?

The President and his advisors MURMUR.

PRESIDENT
But-

DR. EVIL
(making 'stop' gesture)
Talk to the hand!

Dr. Evil signs off.

DR. EVIL
(to Scott)
I did love that, though. Cuba Gooding
Jr. was outstanding. Oscar speech,
very touching.

Scott looks at him with disgust.

DR.EVIL
Okay, everybody clear the room!

Everyone leaves and he walks over to a panel bearing his
logo. He presses a button, the panel opens up to reveal... A
SECRET SHRINE TO AUSTIN POWERS!

In it we see a huge full-length photo of Austin Powers, and
various magazine covers.

He presses a button and an Austin wig descends from the
ceiling landing perfectly on his bald head. A backless mockup
of Austin's suit rises from the floor. He puts on a pair of
glasses. He has become Austin Powers.

Dr. Evil cautiously tastes the mojo.

DR. EVIL
Yeah, baby. Very shagedelic.
(beat)
This isn't working. I don't feel
anything.

We PUSH IN towards Dr. Evil's head.

FLASH CUT TO:

DR. EVIL ANIMATED SEQUENCE

A Yellow Submarine-like depiction of Dr. Evil. Zoom in on
his head which explodes into 30 other small Dr. Evil heads
which rain on a Peter Max-ian valley of flowers. The flowers
sprout the word "EVIL'.

A psychedelic flying Austin head with spirals in the glasses
smashes the flowers, changing the words from "EVIL" to "VILE"
and to "LIVE" and then to "LOVE".

Turn-of-the-century fat cat capitalists on stilts with teeth
coming out of their stomachs drop penis rockets that have
the word "GREED" written on the shaft, smashing the "LOVE"
flowers into "IRELO" which sprouts into "YELLOW" which turns
into submarines, which becomes yellow penises of huge, goose-
stepping Dr. Evils, each of them peeing, creating a rain of
urine that falls on the Peter Max-ian valley of a hundred
Austin Powers citizens. They each open an umbrella that says
"LOVE TRIUMPHS OVER LUST". The urine turns into a stream
that flows into the mouth of a huge head of Dr. Evil.

FLASH CUT BACK TO:

INT. DR. EVIL'S VOLCANO LAIR - AUSTIN SHRINE

Pull back from Dr. Evil's head. He looks dazed and confused.
Just then, Number Two re-enters the room, catching Dr. Evil
with all his Austin paraphernalia.

NUMBER TWO
Dr. Evil, one last thing. I-- oh.

DR. EVIL
I was just... right. Would it kill
you to frickin' knock?

EXT./INT. CARNABY STREET - DAY

Austin and Felicity walk along the street.

FELICITY
Austin, tell me about the Nineties.

AUSTIN
You know I can't tell you details
about the future, baby, it could
alter history.

FELICITY
Not details, just what it's like.
You know, what's the scene? Where's
it at?

AUSTIN
There've been a lot of advances in
the Nineties, baby. The economy is
stable, people take better care of
their health concern for the
environment is on the rise and, um,
let's see, there's an entire
television channel dedicated to golf.

FELICITY
Sounds awful.

AUSTIN
It's not so bad once you get used to
it. The Nineties are about
responsibility. You know, having
respect for yourself and other people.
I even got married.

FELICITY
You? Married? What about the sexual
revolution?

AUSTIN
Well, it turns out there were some
casualties, baby. Don't you think
you'll ever get married?

FELICITY
No, not until I get a little more
'experience' under my belt.

AUSTIN
Oh, behave!

Suddenly Austin notices something outside and puts his hand
to his mouth in fear.

AUSTIN
(wide-eyed)
Oh my God!

Felicity is immediately on her guard. She pulls her gun.

FELICITY
(looking around)
What is it! Is it Fat Bastard?

AUSTIN
No, written here on my hand, see?

Austin turns his hand around to show her. He has written 'oh
my God' on his hand with the pen.

AUSTIN
Says 'Oh my God!'

They laugh.

FELICITY
Austin, look.

Austin and Felicity duck into a CAMERA SHOP and come out an
instant later with SUPER-8 CAMERAS.

They run down the street filming each other.

AUSTIN AND FELICITY - SUPER-8 MONTAGE

This is a Richard Lester-like sequence shot on grainy film
from Austin and Felicity's POVs.

There's lots of SPEEDED UP stuff and POPPING IN AND OUT of
frame like the MONKEES TV show.

BACK ON THE STREET

AUSTIN
Felicity, I haven't had this much
fun since I worked undercover in
Amsterdam-- '66 I think it was.

FELICITY
1965, actually. You posed as a Dutch
cheese expert to stop Dr. Evil from
poisoning the world's water supply.

Austin is impressed.

FELICITY
I've studied your file, Austin. I
want to be a trailblazer, just like
you. The Seventies are right around
the corner. It's going to be a
glorious time for fashion and music
and technology-- it won't be long
before every flying car has its own
8-track.

Austin starts to say something, then bites his tongue.

FELICITY
The CIA has always been a boy's club
until now. Well move over, this
chick's taking over.

AUSTIN
(hoarse)
Very impressive.

FELICITY
Austin, your voice!

AUSTIN
Yes, I think I'm coming down with
something.

Austin and Felicity stop at an ICE CREAM MAN with his
pushcart.

AUSTIN
I'll get some ice cream. Would you
like some?

FELICITY
No thanks.

AUSTIN
(hoarse, to ice cream
man)
Could I have two scoops of Vanilla,
please?

ICE CREAM MAN
Right away, governor. Would you like
chocolate syrup?

AUSTIN
(hoarse)
Yes, please.

ICE CREAM MAN
Will you have any whipped cream?

AUSTIN
(hoarse)
I will, thank you.

ICE CR@ MAN
Candy sprinkles?

AUSTIN
(hoarse)
Yes please.

ICE CREAM MAN
Crushed nuts?

AUSTIN
No, laryngitis.

ICE CREAM MAN
Here's your change, sir. Oh, and
Austin--

We cut back to the ICE CREAM MAN to see him pulling off a
very fake beard. It is BASIL (though it was clearly another
actor before).

AUSTIN
(now with phlegmy
throat)
Basil!

BASIL EXPOSITION
Hello, Austin. What's wrong with
your voice?

AUSTIN
(still phlegmy throat)
I just had ice cream. Listen to me,
I have dairy throat. "Mary had a
little lamb and it was always
gruntin'. She tied it to a five bar
gate and kicked it's little-

BASIL EXPOSITION
(Interrupting)
Austin! Things are heating up, so I
thought it best to contact you in
disguise. Felicity, your plan worked.
You and Austin track Fat Bastard
back to Dr. Evil.

AUSTIN
But how can we track Fat Bastard?

FELICITY
I planted a homing device on him
last night.

BASIL EXPOSITION
Yes, and we're starting to pick up
the signal now.

Basil hands Felicity a tracking device that BEEPS.

AUSTIN
How did you get close enough to plant
a homing device?

FELICITY
I shagged him, I shagged him rotten.

Austin and Basil are confused and grossed out at the same
time.

AUSTIN
You... him? Just like that?

FELICITY
Yes, Austin, we needed that
information.

BASIL EXPOSITION
Well, thanks to your effort, Felicity,
we now know that-

AUSTIN
(interrupting, to
Felicity)
Did you use an elaborate set of
pulleys? A block and tackle?

BASIL EXPOSITION
Anyway, you two follow the signal
back to Dr. Evil's headquarters and
then-

AUSTIN
(interrupting, to
Felicity)
I just can't get my head around it,
baby. You're so small and he's so
... not small. The sheer mechanics
of it are mindboggling!

BASIL EXPOSITION
Never mind, Austin, you two have
work to do. You must find Dr. Evil.

INT. BEETLE

We hear the BEEP-BEEP of the tracking screen built into the
dash.

AUSTIN
I got it! A Chinese basket with a
counter-weighted ballast. That's
how you did it, right?

FELICITY
Austin, it almost sounds like you're
jealous.

AUSTIN
Who, me? That's not possible, baby!
(beat, to himself)
is it?

Just then a-car pulls beside them. Two Dr. Evil Private Army
guys pull machine guns and start SHOOTING.

AUSTIN
Get down!

Felicity ducks. Austin reaches back and pulls ROBIN SWALLOWS
from the back seat and USES HER AS A SHIELD.

FELICITY
We're obviously on the right track.
(re: tracking screen)
It looks like Fat Bastard is-on an
island in the middle of the ocean.

EXT. DR. EVIL'S ISLANDNIGHT

We hear the BEEP-BEEP of the tracking screen.

EXT. BEACH - DR. EVIL'S ISLAND - NIGHT

The Beetle comes from under the water and lands on the beach.
We still hear the BEEP-BEEP.

EXT. TENT - WOODS - NIGHT

Austin and Felicity have set up a tent with a view of the
Dr. Evil Mt. Rushmore face. Austin is looking at the mountain
through a pair of binoculars which hang around his neck.

AUSTIN
According to the readings, Dr. Evil's
headquarters is over the next ridge.

FELICITY
Can I have a look?

AUSTIN
Sure.

Austin hands her the binoculars. Unfortunately the strap is
still around his neck, pulling his face into her cleavage.

FELICITY
Question is, how do we get in?

AUSTIN
(muffled)
Mmmmmmm...mmmmm...

FELICITY
Austin, did you hear me?

AUSTIN
I seem to be stuck in your dirty
pillows.

FELICITY
Where are the topographical maps
that Basil drew up?

AUSTIN
I think they're in the tent.

He and Felicity enter the tent. A LIGHT is on inside casting
shadows of Austin and Felicity on the side of the tent. From
the outside it appears the shadow Austin is leaning over
with his back to-the shadow Felicity, who appears to have
her hands up his butt.

AUSTIN (V.O.)
Have you got it out yet?

FELICITY (V.O.)
Good Lord, Austin, what sort of things
do you put in there?

The shadow Felicity appears to be tugging a string of sausage
links from his ass.

AUSTIN (V.O.)
Oh, anything that catches my fancy.

FELICITY (V.O.)
How do you manage to fit it all in?

AUSTIN (V.O.)
Oh, it stretches to fit.

The shadow Felicity appears to pull a tennis racket out of
Austin's ass.

AUSTIN (V.O.)
Are you almost done? I can't hold it
much longer.

INT. TENT

We see that Austin is leaned over holding part of the tent.

Felicity is rummaging through a duffel bag across the tent.

FELICITY
Here we go, one hammer. It's amazing
how much this duffel bag will hold.

INT. DR. EVIL'S VOLCANO LAIR

We see Dr. Evil playing a piano. We pan to see Mini-Me on
top of the piano, himself playing a miniature baby grand.

DR. EVIL
(singing)
'WHAT IF GOD WAS ONE OF US?
JUST A SLOB LIKE ONE OF US?'

We see that Number Two and Frau are the audience. They
applaud.

NUMBER TWO
Dr. Evil, that was fantastic, but I
do have some bad news. Powers' is
on the island.

DR. EVIL
How tedious.

NUMBER TWO
Don't worry, Dr. Evil, we can get to
him by using the girl.

DR. EVIL
Really?

NUMBER TWO
I have the perfect weapon. Frau?

FRAU
(shouting)
Bring in the He-Bots!

MUSIC: It's Rainina Men by THE WEATHERGIRLS Three HE-BOTS
enter in unison. They are robotic studs in Logan's Run type
outfits.

NUMBER TWO
Dr. Evil, may I present the He-Bots.
What kind of woman could resist these
perfect specimens of masculinity?
Their clothes are stylish, their
posture is ramrod straight, and their
buttocks are tight, like tigers.
And, each He-Bot is armed with a
secret weapon.

ANGLE ON THE FIRST HE-BOT.

A nozzle flips up from his codpiece and white smoke pours
out.

NUMBER TWO (O.S.)
Poison gas...

ANGLE ON THE SECOND HE-BOT.

A gun barrel flips out form his crotch and FIRES machine-gun
style.

NUMBER TWO (O.S.)
Machine gun...

ANGLE ON THE THIRD HE-BOT.

A nozzle flips up from his crotch and yellow liquid drizzles
out onto the floor, where it smokes.

NUMBER TWO (O.S.)
And deadly acid.

Dr. Evil is disgusted by the last one.

DR. EVIL
Right. I object to the last one on
aesthetic grounds, but I don't care
how you get Powers, just bring him
to me.
(to Mini-Me)
Ready Mini-Me? A one and a two and...
(singing)
ME, AND MY SHA-DOW STROLLING DOWN
THE A-VA-
(rapidly)
WASN'T A STREET, WASN'T A ROAD
WASN'T A BOULEVARD
(dancing in step)
ME, AND MY SHA- OW ALL ALONE AND FEE-
LING...

MINI-ME
(voice unnaturally
low)
BLUE!

EXT. TENT

We see the shadows again. It now looks like Felicity is
putting things into Austin's ass.

FELICITY (V.O.)
Do you want everything to go back
in?

AUSTIN (V.O.)
Yes. Listen, Felicity, about Fat
Bastard-

FELICITY (V.O.)
It's my job, Austin. You of all people
should understand that. Marakesh,
1962. Rome, 1964. Tokyo, 1966. I
know your record backwards and
forwards. You've had more sex on
the job than a Swedish stewardess.

The shadow Felicity tries to cram the tennis racket into
what appears to be Austin's ass.

AUSTIN (V.O.)
You're right, Felicity, I can't deny
it. But the world changed, and I
changed too.

Pull back to reveal that THE HE-BOTS are watching. Felicity
shoves the tennis racket extra hard.

Austin stands up rapidly.

AUSTIN (V.O.)
Ow!
(beat)
My back hurts.

FELICITY (V.O.)
Are you OK?

AUSTIN (V.O.)
I'm fine, just keeping packing.

The He-Bots shrug their shoulders and march towards the tent.

INT. DR. EVIL'S VOLCANO LAIR - 60'S

Dr. Evil, Fat Bastard, Scott, Number Two and Frau are seated.

FAT BASTARD
Christ Almighty, it smells terrible
in here.

DR. EVIL
It's the volcanic sulphurous
emissions. We've put up some air
fresheners.

FAT BASTARD
Great, now it smells like someone
took a shite in a pine tree.

NUMBER TWO
Dr. Evil, the laser has been loaded
into the rocket. You're ready for
launch.

DR. EVIL
I'm just waiting to taunt my nemesis.
I have so few pleasures, you know.

Austin and Felicity are brought in at gunpoint by Private
Army Men.

DR. EVIL
Ah, Mr. Powers, Ms. Shagwell, welcome
to my hollowed-out volcano.

AUSTIN
We meet again, Dr. Evil.

DR. EVIL
Yes, the only reason I'm keeping you
alive is so you can feel the agony
of watching my plan unfold.

AUSTIN
Dr. Evil your plan will never--

Austin trails off as he spots his MOJO in the beaker behind
Dr. Evil.

DR. EVIL
Oh, is that yours?

AUSTIN
My mojo!

DR. EVIL
You know what they say: finders
keepers, loser weepers.

FELICITY
Dr. Evil, do you like real estate?

DR. EVIL
Of course. Why?

Felicity kicks Dr. Evil in the balls.

FELICITY
Now you've got a couple of achers.

DR. EVIL
Oww! My stomach hurts!

AUSTIN
(wincing)
I don't care if he is evil, you don't
give a man a shot in the pills. It's
just not cricket, baby.

DR. EVIL
Take them away.

The guards lead Austin and Felicity away.

SCOTT
She just hoofed you in the sack and
you're going to leave them alone in
a jail cell with one inept guard?
They'll escape, dipshit. You do this
every time!

DR. EVIL
You're going the right way for a
smacked bottom, young man.

SCOTT
You don't own me!

DR. EVIL
I do actually.
(pulling out paper)
It's complicated. Usually it's illegal
but this buddy of mine... but I
digress. Fat Bastard, I'm leaving
you in charge. I'm going up the moon
to hold the world ransom with my
giant laser, I shouldn't be long.

FAT BASTARD
What about Powers?

DR. EVIL
He's tucked away safely in his cell.
He's harmless without that mojo.
Guard it with your life.
(to Number Two)
Number Two, begin the countdown.

The area around Dr. Evil's command chair, including the time
portal behind it, is enclosed by a circular door, becoming
part of the rocket. Steam begins billowing, etc.

NUMBER TWO
Five, four, three...

EXT. VOLCANO ISLAND (CHEAP BLUE SCREEN)

NUMBER TWO (V.O.)
Two, one, liftoff!

The rocket lifts off from the volcano into the night sky.

EXT. NIGHT SKY (CHEAP BLUE SCREEN)

The rocket in flight.

FULL SCREEN - NORAD TRACKING SCREEN

The rocket enters the screen. It has the silhouette of a
flying penis.

INT. TRACKING ROOM

OPERATOR
Colonel, you better have a look at
this radar.

COLONEL
What is it, son?

OPERATOR
I don't know, sir, but it looks like
a giant--

CUT TO:

INT. COCKPIT - JET

PILOT
Dick!

CO-PILOT
Yes?

PILOT
Take a look out of starboard.

CO-PILOT
Oh my God, it looks like a huge--

EXT. WOODS

MAN
Pecker!

WOMAN
Where?

He raises his binoculars.

MAN
Over there. A rare red-billed
woodpecker!
(looks over with
binoculars)
What sort of bird is that? Oh
goodness, it's not a bird, it's-

CUT TO:

EXT. ARMY BASE

SERGEANT
Privates! We have reports of an
Unidentified Flying Object. It has a
long, smooth shaft, complete with-

EXT. BASEBALL DIAMOND

UMPIRE
Two balls! No strikes.
(looking up)
What is that? It looks just like an
enormous--

CUT BACK TO:

INT. RADAR ROOM

COLONEL
Johnson!

RADAR OPERATOR
Yes, sir?

COLONEL
Get on the horn to British
Intelligence and let them know about
this.

INT. JAIL CELL

Austin and Felicity are in a bare cell with cement walls.
The huge metal door has a window with bars in it.

FELICITY
How are we going to get out of here?

AUSTIN
Why don't you just shag Fat Bastard
again?

FELICITY
(exploding)
Austin, that is it! I don't know
what happened to you in the Nineties,
but I'm still here, in the Sixties,
and I still swing! Don't try to lay
your hang-ups on me just because you
lost your mojo! That one hurts.

AUSTIN
Ouch, baby, very ouch. I'm wounded.

FELICITY
I'm sorry, Austin, that was a cheap
shot.

AUSTIN
No, baby, you're right. I was wrong
to judge you. I guess I am... jealous.

FELICITY
But the Austin Powers I knew was
wild and crazy and free. He could
never be jealous.

AUSTIN
That Austin is gone. I've changed. I
knew someone, not long ago, a very
special woman. She taught me that
life isn't about jumping into the
sack with whoever comes along, it's
about caring and responsibility. And
while it is true she turned out to
be an evil robot minion of Dr. Evil,
I suppose I really did... love her.

FELICITY
Was that your wife?

AUSTIN
Yes, Vanessa.

Felicity is touched.

FELICITY
Listen, Austin, I can't pretend to
understand everything you've gone
through, but I trust you. I'll make
you a deal: if we get out of here
alive, I'll give monogamy a try.

AUSTIN
With me?

FELICITY
Yes, silly.

AUSTIN
Groovy, baby!

They kiss.

FELICITY
We need to lure the guard inside and
get his key.

AUSTIN
Alright, what if I pretend to be
desperately ill with food poisoning?
The guard, drawn by my cries of pain,
will come to investigate. Meanwhile,
you dig a pit and line it with
makeshift punji sticks made from
sharpened toothbrushes. The guard
falls in, Bob's your uncle, and we've
got the key. What do you think?

FELICITY
That might work, but how about this?

Felicity charges towards the window in the door, ripping
open her blouse as she goes, showing her breasts to the guard.
We, however, can't see them.

FELICITY
(giving a wolf whistle)
What do you think of these, my man?

INT. HALLWAY OUTSIDE CELL

The guard is mesmerized by Felicity.

GUARD
Mommy...

He unlocks the door and enters.

INT. JAIL CELL

The guard enters an apparently empty cell. We see that Austin
is wedged spread-eagle above the door, ready to pounce.

FELICITY
(seductive, to guard)
It's very hot in here, don't you
think?

The guard follows her into the cell.

FELICITY
(irritated)
It's very hot in here, don't you
think?

The guard advances on her.

FELICITY
(breaking cover)
Austin!

AUSTIN
(from above)
I'm very firmly wedged.

FELICITY
If you want something done...

She PUNCHES the guard right in the face and he collapses.

AUSTIN
Almost... got it!

Austin falls flat on his face with a THUMP and pops back up.

AUSTIN
Let's go get my mojo!

INT. DR. EVIL'S MOON BASE

It is a stark, steel girder and glass structure. Dr. Evil is
trying to look dignified but he is FLOATING AWAY. He grabs
at the railing of his chair as his feet float up.

DR. EVIL
Has anyone seen my gravity booties?
Honestly, all I wanted was a frickin'
moon base. Hello, we're on the moon,
no gravity?
(calling out)
Mini-Me? Are you alright?

ANGLE ON THE TOP OF THE ROOM.

Mini-Me is stuck to the top of the ceiling along with a lot
of DEBRIS.

DR. EVIL
My frickin' mascot is stuck to the
ceiling, OK? Not good. Papa not happy.

A couple of henchmen place BOOTS on Dr. Evil. He drops to
the floor.

DR. EVIL
(looking up)
Somebody get the stick. Hold on,
Mini-Me.
(into microphone)
Begin laser-

He's interrupted by terrible FEEDBACK. Dr. Evil taps and
blows on the mic.

DR. EVIL
(into microphone).
Begin-

Worse FEEDBACK. He holds it farther away.

DR. EVIL
(into mic)
Begin laser ignition sequence.

The laser's coils begin to glow RED.

DR. EVIL
Lunar alignment in 6 hours.

FULL FRAME - LUNAR TRACKING MODEL

A NORAD-type screen showing the current position of the moon
and where it needs to be before the laser can fire.

INT. DR. EVIL'S VOLCANO LAIR - MAIN ROOM

Austin and Felicity run into the Main Room. It is strangely
dark and quiet.

FELICITY
Where's your mojo, Austin?

AUSTIN
I'm not sure.

MUSIC: It's Raining Men by THE WEATHERGIRLS Suddenly, the
lights dim. The three He-Bots descend from the ceiling on
trapezes and acrobatic rings, their muscles rippling.

AUSTIN
Watch out, baby, He-Bots!

The He-Bots flip off their trapezes and land in unison, like
a perfect Olympic dismount. Their crotch nozzles flip up one
by one.

AUSTIN
I can't fight them without my mojo.

FELICITY
Who said anything about fighting?

MUSIC: seductive music Felicity does a very seductive dance,
with hip thrusts and bumps and grinds. The He-Bots EXPLODE,
succumbing to her mojo.

AUSTIN
Smashing, Felicity, you were making
me very horny, man! Extremely randy,
indeed!

FAT BASTARD (O.S.)
C'mon, give the lads a show. Take of
your top. Put 'em on the glass! Make
'em bounce. Let's have a look at
your tits.

Austin and Felicity turn to see Fat Bastard lurking in the
background.

AUSTIN
Fat Bastard!

FAT BASTARD
Looking for this, Mr. Powers?

Fat Bastard, holds the beaker and is flanked by a dozen
private army men.

AUSTIN
Give me back my mojo, Fat Bastard!

FAT BASTARD
I give the orders, (bleep) for brains.
Guards, take them back to their cells.

Guards approach.

FELICITY
Hold on, let me ask you one question.

FAT BASTARD
Alright, I guess I owe you that much
for a night of carnal ecstasy.

Austin is grossed out.

FELICITY
Are you happy?

FAT BASTARD
What kind of stupid ass question is
that? I'm (bleep)in' rich and I'm up
to my tits in clean stinky.

FELICITY
You didn't answer my question, are
you happy?

FAT BASTARD
It's about my girth isn't it? Sure I
could lose a few pounds, but I could
shiva git!

FELICITY
Are you happy?

FAT BASTARD
Of course I'm not happy. Look at me,
I'm a big fat slob. I've got bigger
titties than you do! I've got more
(bleep)in' chins than a Chinese phone
book. I've got more crack cheese
than a (bleep)in' dairy. I've nay
seen ma willie in two years. That's
enough time to declare it legally
deed! I can't stop eating. I eat
because I'm unhappy and I'm unhappy
because I eat.
(starts to cry)
I'm caught in a cycle and there's no
escape!

AUSTIN
Maybe inside that Fat Bastard there's
a thin bastard, trying to get out

FAT BASTARD
Maybe there's big crap inside me
trying to get out, jack-ass! Enough
of your (bleep)in' new age aphorisms.
Listen, I've run the gamut of self-
help books. "Food isn't love", right,
but how do you get it from the page
to the (bleep)in' fork? I'm so weak,
I hate myself. I'm for shite. Here,
take the mojo.

Fat Bastard hands over the mojo.

FAT BASTARD
I appreciate you trying to reach me,
no one can do it for me, I know this
now. There's a hole in my soul that
food won't fill. This is the beginning
of a new me. I'm gonna go to the gym
everyday. If you'll excuse me, there's
someone I have to get in touch with
and forgive... myself.
(pause)
Sorry. I farted.
(pause)
It's a long road ahead.

EXT. BEACH - DR. EVIL'S ISLAND - DAY

Austin and Felicity run up to the Beetle.

AUSTIN
Hold on, I have something very
important to do.

Austin drinks the mojo.

FELICITY
How do you feel?

AUSTIN
Sound as a pound, my spuds are
boiling. Fancy a shag?

FELICITY
Austin, we don't have time.

AUSTIN
C'mon, luv, let's hop on the good
foot and do the bad thing!

FELICITY
Dr. Evil's taken his laser to the
moon. The world is in danger.

AUSTIN
Right, the moon. I think I know
someone who can give us a lift.

EXT. CAPE CANAVERAL - APOLLO ROCKET (STOCK FOOTAGE)

The Apollo ready for lift-off.

NEWSCASTER (V.O.)
There's been some sort of delay in
the launch of Apollo 11, Walter, but
we understand that America's first
manned mission to the moon will be
blasting off shortly.

INT. CAPSULE

Pan across Austin in a spacesuit, then Felicity in her
spacesuit, then CAMEO ASTRONAUT in his space suit. They are
surrounded by hundreds of gauges, buttons and meters.

AUSTIN
Gor blimey, you'd have to be a rocket
scientist to figure this stuff out.

ASTRONAUT
I am a rocket scientist.

A technician closes the hatch and the countdown begins.

MISSION COMMANDER (V.O.)
We will have lift-off in T minus 10
seconds... 9... 8... etc.

AUSTIN
Felicity, if you get frightened,
just hold my hand.

EXT. CAPE CANAVERAL (STOCK FOOTAGE)

The rocket lifts off.

MISSION COMMANDER (V.O.)
We have lift-off! Apollo 11 has
cleared the tower and is heading for
a rendezvous with the moon.

INT. APOLLO CAPSULE

The G-forces during lift-off are incredible. Austin's face
is pulled into a contorted mask which bares his teeth. His
hair sticks straight up and his glasses are twisted.

Austin is terrified. He clutches Felicity's hand, then grabs
on to the astronaut beside him.

Felicity, however, loves it.

FELICITY
(yelling)
Yaaaaa-hoooo!

EXT. SPACE - APOLLO ROCKET (STOCK FOOTAGE)

The stages separate.

INT. NASA CONTROL ROOM

Basil sits at the console with NASA technicians.

BASIL EXPOSITION
Austin, you have achieved lunar orbit.
How was that lift-off?

INT. CAPSULE - APOLLO ROCKET (INTERCUT)

AUSTIN
To be honest it was terrifying. It
felt like sitting on top of a bomb.
As I punched through the atmosphere,
I said 'Oh my God!' and I soiled
myself.

BASIL EXPOSITION
Happens all the time in that
situation.

AUSTIN
No, I mean I soiled myself just now
when I said oh 'my God!'

FELICITY
Basil, it was amazing!

BASIL EXPOSITION
Prepare for moon landing. We only
have one hour until Dr. Evil fires
the laser!

EXT. MOON LANDING (STOCK FOOTAGE)

The lunar module settles on the moon.

AUSTIN (V.O.)
Mission control, the swinger has
landed.

EXT. LUNAR MODULE - SURFACE OF THE MOON

Austin and Felicity step out in their spacesuits.

AUSTIN
This is one small step for man, but
a giant step for shagging. Can you
imagine it, baby, weightless? The
permutations are mind-boggling.

FELICITY
Naughty boy!

Austin plants a UNION JACK on the moon.

AUSTIN
God Save the Queen.

INT. NASA CONTROL ROOM

The MISSION COMMANDER shakes his head.

MISSION COMMANDER
The Queen? This is an American show,
goddammit. Let's roll that footage
we shot last week in the studio.

INT. 1960'S AMERICAN HOME (STOCK FOOTAGE)

A family gathers around the TV, watching Neil Armstrong's
'real' moon landing.

INT. DR. EVIL'S MOON BASE

Dr. Evil walks all the way around a TUBULAR HALLWAY-- up the
walls, across the ceiling upside down, and back again,
settling into his chair. It is like that shot in 2001 SPACE
ODYSSEY.

DR. EVIL
Position the laser.

The laser shifts into place. An ALARM goes off and LIGHTS
FLASH.

ANNOUNCER (V.O.)
WARNING, LASER CALIBRATION!

DR. EVIL
Get me the President.

THE SCREEN FLICKERS ON:

DR. EVIL
Mr. President, your time is up. This
is your last chance to pay 100 billion
dollars or see Washington DC
destroyed.

ANNOUNCER (V.O.)
WARNING, LASER CALIBRATION!

The ALARM continues to blare.

INT. OVAL OFFICE (SPLIT SCREEN)

The President at his desk.

PRESIDENT
What? I can't hear you.

DR. EVIL
Pay me 100 billion dollars or see
Washington DC destroyed!

The ALARM BLARES.

PRESIDENT
I'm sorry, I just can't hear you.

DR. EVIL
(louder)
How about now?

PRESIDENT
Better.

DR. EVIL
The Capital will be destroyed-

The ALARM BLARES.

PRESIDENT
Sorry! I just can't- I think it's
that alarm.

DR. EVIL
Could someone shut off that frickin'
alarm? I'm trying to hold the free
world hostage here. Honestly.
(shouting)
WILL DESTROY WASHINGTON DC UNLESS
YOU PAY ME-

The ALARM SHUTS OFF but Dr. Evil is still shouting.

DR. EVIL
(shouting)
100 BILLION DOLLARS!

His yelling startles even himself.

PRESIDENT
Please Dr. Evil, be reasonable. That's
more money than is in the entire
Federal Treasury!

DR. EVIL
Oh well, I guess you have one minute
to- "show me the money"!

PRESIDENT
I still don't know what that means.
I can't show you the money because
we don't have the money.

DR. EVIL
Then I suppose you're up shit's crick
without a paddle.

INT. NASA CONTROL ROOM

A white room with a bank of old-fashioned computers and a
tracking screen. Basil, several GENERALS, and other VIPs
look anxiously over the shoulder of the MISSION CONTROL
SPECIALISTS.

BASIL EXPOSITION
Gentlemen, Austin has landed on the
moon. We'll soon know whether he has
succeeded or whether the world will
be destroyed!

INT. DR. EVIL'S MOON BASE - HALLWAY

Austin and Felicity enter through a hatch and step out of
their spacesuits.

FELICITY
Let's find Dr. Evil.

Suddenly, Austin notices something.

AUSTIN
Shhh...

He points. We see a profile through a sheet of frosted glass.
It is Dr. Evil's distinctive profile, with a machine gun.
Austin takes careful aim and FIRES. We see the SHADOW take
the hit, and fall.

FELICITY
Austin, you've done it! You got Dr.
Evil!

AUSTIN
Of course I did, baby, I got my mojo
working overtime.

FELICITY
Austin, I'm going ahead. Cover my
rear!

AUSTIN
Oh, behave!

Felicity runs ahead. Austin runs over to where the shadow
came from. He sees that it was not Dr. Evil, but MINI-ME,
carrying a little gun. Austin is ashamed.

AUSTIN
Poor little bugger. He's so small,
he's like a dog or something.

Austin chokes back a tear.

AUSTIN
Poor little bugger.
(realizing)
Felicity, be careful! Dr. Evil is
still alive! Felicity?

Austin runs after her.

INT. DR. EVIL'S MOON BASE - MAIN ROOM

Austin rounds the corner and comes upon Dr. Evil.

AUSTIN
(holding his gun on
Dr. Evil)
Alright, slap-head, turn around.
Slowly.

DR. EVIL
Aren't you forgetting something?

A wall panel in the main chamber revolves, revealing FELICITY,
enclosed in a glass tube.

AUSTIN
Felicity!
(to Dr. Evil)
What have you done to her?

DR. EVIL
Don't worry, she's not dead... yet.

Brightly colored GAS starts to fill the glass chamber.

FELICITY
(muffled through glass)
Don't worry about me Austin. You've
got to save the world!

DR. EVIL
It looks like you have a choice,
Powers: save the world, or save your
girlfriend.

Austin is torn. He looks back and forth between Felicity and
the laser which is on the other side of the room.

AUSTIN
I've got my mojo back, man, I can do
both.

DR. EVIL
We'll see. Fire the laser!

The woman manning the laser's joystick begins to MOVE IT.
Austin leaps across the room and reaches her just in time.

AUSTIN
Hands off my joystick, baby.

He wrestles with her a moment and then KNOCKS IT ASKEW.

EXT. SPACE

The laser beam hits the Big Boy Rocket in the crotch and Big
Boy's eyes cross in pain.

INT. DR. EVIL'S MOON BASE - MAIN ROOM

DR. EVIL
Damn you, Powers!

Dr. Evil hits a SELF-DESTRUCT button. An ALARM blares.

ANNOUNCER (V.O.)
Warning! Self-destruct sequence
initiated!

The base is rocked by EXPLOSIONS.

AUSTIN
See, Dr. Evil I told you I could do
both.

DR. EVIL
Perhaps you spoke too soon.

Austin looks over. Felicity has slumped over in the tube.

AUSTIN
Noooooo!

Austin BANGS on the glass with his fists.

AUSTIN
Felicity! Felicity. Wake up! Wake
up! Please God, don't take her away.

It is too late. Dr. Evil runs through the TIME PORTAL and
gets away.

AUSTIN
Felicity, you have to understand, I
thought I had my mojo back. This
isn't fair.

Austin looks up to the heavens. We see a quick--

FLASHBACK - MONTAGE

of moments they shared, Austin making her laugh, their first
kiss, of Felicity being her beautiful and free-spirited self.

A tear runs down his cheek. Austin presses his face against
the glass as if trying to reach her.

AUSTIN
I love you, Felicity! I know I
couldn't say it before, but I really
do love you!
(enraged)
Dr. Evil, I'll kill him!

Austin starts to chase him, but THREE PRIVATE ARMY MEN block
his path. Austin is like an animal.

He charges toward the first soldier, RIPS HIS HEART OUT, and
takes a bite out of it.

Then Austin turns to the second soldier and RIPS HIS SPINE
OUT like in Mortal Kombat. The soldier slumps to the ground.

The last soldier is terrified. Austin swings both fists
simultaneously, crushing the guy's head which EXPLODES LIKE
A PUMPKIN.

Austin runs over to the TIME PORTAL set for "75 BC". He runs
through.

CUT TO:

INT. ROMAN VILLA - 75 BC

An orgy is taking place. Dr. Evil is in a toga with a laurel
with two YOUNG ROMAN MEN feeding him grapes.

DR. EVIL
You make love to your wife out of
duty, your mistress for pleasure,
and a Roman boy for ecstasy.
(noticing Austin)
Shit.

He runs away as Austin appears through the TIME PORTAL. Austin
follows Dr. Evil into another TIME PORTAL marked "1975".

EXT. VENTURA BOULEVARD -

Austin emerges from the TIME PORTAL to see Dr. Evil getting
into a car. Austin waves his hands and a 1974 RED FORD TORINO
with a white stripe pulls over.

AUSTIN
I have to commandeer this vehicle.
(noticing)
Hey, aren't you Hutch?

VOICE (O.S.)
No.

We see PAUL MICHAEL GLASER (STARSKY).

PAUL MICHAEL GLASER
I'm Starsky.

DAVID SOUL
I'm Hutch.

Austin jumps in and the Torino speeds off. Dr. Evil's car
disappears into a car wash which is a TIME PORTAL. The Torino
follows.

A sign at the car wash reads: "1911"

CUT TO:

EXT. DECK OF THE TITANIC -

Passengers in period garb walk past a lifesaver with "Titanic"
stenciled above it. Dr. Evil enters through a portal with
Austin hot on his heels.

CAPTAIN (O.S.)
Iceberg, dead ahead!

Suddenly the ship tilts at a radical angle. LEONARDO DICAPRIO,
KATE WINSLET, and JAMES CAMERON slide by.

JAMES CAMERON
I'm king of the world!

Dr. Evil and Austin slide backwards into the TIME PORTAL
they just came from.

CUT TO:

EXT. LONDON STREET - DAY -

Dr. Evil runs into the street with Austin chasing him. In
SLO-MO Austin dives for a ridiculously long time, and TACKLES
Dr. Evil, pinning him.

AUSTIN
I'm going to kill you, you bastard!

DR. EVIL
(breathing heavily)
Before you do that, know this: Austin,
I am... your... father.

MUSIC: DRAMATIC STING

AUSTIN
Really?

DR. EVIL
No. I can't back that up. I was just
grasping at straws. I had nothing.
But isn't it interesting, Mr. Powers,
you really have become a product of
the Nineties.

AUSTIN
How so?

DR. EVIL
You're more interested in your job
as glorified policeman than you are
in love. You won the battle, but I
won the war. Love means nothing,
you've proved it.

AUSTIN
I didn't think that Felicity was
going to die, man.

DR. EVIL
What a cowardly response. I'm
disappointed really. You have the
power to go back in time and save
her, but it means letting me go.

Austin looks over and sees a TIME PORTAL. Through it he can
glimpse the lair, and Felicity.

DR. EVIL
Well, Mr. Powers, which is it going
to be? Me or the girl?

AUSTIN
Felicity!

Austin runs through.

CUT TO:

INT. DR. EVIL'S MOON BASE - 60'S

We see the scene from a moment ago. Felicity is in the glass
tube and the BRIGHTLY COLORED GAS is starting to fill it.

DR. EVIL
It looks like you have a choice:
save the world, or save your
girlfriend.

AUSTIN
I choose love, baby.

Austin runs over to the glass tube and SMASHES HIS FIST
through it. The glass SHATTERS and Austin pulls Felicity
out. She gasps for air.

AUSTIN
Felicity, I love you.

FELICITY
(breathless)
But I thought-

AUSTIN
That was another place and another
time, baby.

Austin kisses her for a long time. She starts to twitch.

She struggles. She hits him in the head and he finally stops
kissing her.

FELICITY
(gasping)
Can't. Breathe.

AUSTIN
Sorry, baby, I got a little over-
stimulated.

DR. EVIL
Fire the laser!

AUSTIN
What do we do?

FELICITY
Use your mojo!

AUSTIN
I don't have it!

FELICITY
Trust me, you do!

Austin turns and gives a 'who me?' look over his bottom. The
woman arming the laser stumbles backwards into the directional
control just as it FIRES.

EXT. SPACE

The Big Boy Rocket spins to avoid the laser as it passes
harmlessly by.

INT. NASA CONTROL ROOM

Jubilation.

BASIL EXPOSITION
He did it, he saved the world!
(calming down)
Of course, I thought he might.

INT. DR, EVILIS MOON BASE - MAIN ROOM

FELICITY
Austin, you did it!

They embrace.

AUSTIN
Uh-oh.
(beat)
I think I just got my mojo back.
Really.

FELICITY
Austin, you had it all along. No one
can take your, mojo away from you!

DR. EVIL
Good-bye, Mr. Powers, for the last
time.

Dr. Evil hits the SELF-DESTRUCT button and climbs aboard the
rocket, which blasts off.

EXT. SPACE (CHEAP BLUE SCREEN EFFECT)

Dr. Evil's escape rocket in flight.

FULL SCREEN - RADAR

Dr. Evil's rocket enters the screen. It has the silhouette
of a flying penis.

INT. RADAR ROOM

RADAR OPERATOR
Sir, you better have a look at this
radar.

COLONEL
What is it?

RADAR OPERATOR
don't know, sir. It's hard to
describe. It's... it's-

CUT TO:

INT. DOCTOR'S OFFICE

DOCTOR
Just a little prick!

The kid CRIES.

DOCTOR
All done!
(out the window)
Good lord, what is that? If I didn't
know better I'd say it's a-

CUT TO:

INT. CHINESE COMMUNIST CLASSROOM

CHINESE TEACHER
Wang!

One of the STUDENTS, dressed in a green Mao suit and clutching
a red book is caught looking out the window.

CHINESE TEACHER
Pay attention!

CHINESE STUDENT
I'm sorry, Comrade Teacher.
(pointing out window)
was distracted by that enormous flying-

EXT. BEACH

RACHEL HUNTER
Rod?

ROD STEWART
Yes, Rachel?

RACHEL HUNTER
(pointing to sky)
What's that?

ROD STEWART
(looking up)
It looks like a giant-

CUT TO:

INT. CLASSROOM

OLD LADY TEACHER
Penis!
(pointing to her chart)
The male reproductive organ. Also
known as tallywhackers, wankers,
schlongs, or--

CUT TO:

INT. NASA CONTROL

BASIL EXPOSITION
Peters!

CAPTAIN PETERS
Yes, sir?

BASIL EXPOSITION
Any word from Austin?

CAPTAIN PETERS
We've picked up his signal, but the
lunar base seems to self-destructing.

BASIL EXPOSITION
(on microphone)
Austin, if you can hear me, use the
time portal! There's no time to get
to the lunar module! Use the time
portal!

INT. DR. EVIL'S MOON BASE

Austin stumbles. Felicity looks at him.

FELICITY
Austin, you have to get to the time
portal!

AUSTIN
Come with me, Felicity! It's the
only way out!

FELICITY
Austin, will I fit in the Nineties?

AUSTIN
If I did, anyone can. Let's go, baby!

The TIME PORTAL is fifty feet away. Austin and Felicity run
towards it. In the foreground, are a stack of conveniently
placed barrels. As they run behind the barrels, an obvious
AUSTIN STUNT DOUBLE and an obvious FELICITY STUNT DOUBLE
emerge in their place.

The stunt doubles grab a winch hanging above them and cross
over to the TIME PORTAL in a dramatic series of acrobatic
flips and stunts.

The stunt doubles run behind another conveniently placed
pile of barrels. Austin and Felicity emerge in their place
and run through the TIME PORTAL. The TIME PORTAL reads "1999".

FADE TO BLACK:

INT. AUSTIN'S PAD - 1999 - DAY

It is the most up-to-date modern apartment you've ever seen
in your life. There is a large screen TV, a DVD player etc.

Movers move in tasteful modern furniture and various other
accouterments of moving. Felicity puts a CD on an old style
turntable.

SFX: SCREEEECH!!

FELICITY
Sorry!

AUSTIN
Don't worry baby it takes some getting
used to. Let me ask you Felicity, do
you feel any side effects from the
time travel?

Felicity smiles broadly, revealing that she now has TERRIBLE
TEETH like Austin's.

FELICITY
I'm as healthy as a horse.

AUSTIN
I love you, Felicity.

FELICITY
And I love you.

AUSTIN
Do you want to get married?

FELICITY
Absolutely not.

AUSTIN
Thank God.

They kiss.

FADE TO BLACK.

THE END

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