Austin Powers: The Spy Who Shagged Me

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