2002, 1 hr 30 min., Rated PG-13 for sexual innuendo, crude humor and language. Dir: Jay Roach. Cast: Mike Myers (Austin Powers/Dr. Evil/Fat Bastard/Goldmember), Beyonc� Knowles (Foxxy Cleopatra), Michael York (Basil Exposition), Michael Caine (Nigel Powers), Seth Green (Scott Evil), Robert Wagner (Number Two), Mindy Sterling (Frau Farbissina), Verne Troyer (Mini-Me).

Austin Powers has never been confused with fine cinema. But it is certainly fun cinema, and the third installment won't disappoint the growing mass of fans.

Goldmember could be compared favorably to The Spy Who Shagged Me in terms of nonstop jokes and toilet humor, but at times more like the original in that it's subjective, so several times you're laughing but few else are, and vice versa.

Unfortunately, most of the movie is made up of toilet humor, a literal butt-load of raunch. Only occasionally are there more subtle laughs for grown-ups. And it's so far from being a James Bond parody nowadays that there's no point in making comparisons. But that's okay. They wore through plenty in the first two.

Really, though, it manages to stay fresh since much of the humor involves Mike Myers making fun of him making fun, breaking down that fourth wall constantly.

Myers continues to take on much of the load, between playing Austin Powers, Dr. Evil, title character Goldmember and bringing back the emotional Scot, Fat Bastard. But he's got some solid help, with Michael Caine on board as Austin's distant father, Nigel, and Beyonce Knowles, formerly of Destiny's Child fame, as the sexy sidekick, Foxxy Cleopatra. Knowles' was delicious. She didn't do much besides pointing guns and strutting her stuff, but looked doggone good at it, and maybe it's best that she didn't try to act too much.

There are plenty of surprises and great cameos, with plenty of clever jokes to look forward to. But can we please call this movie the official end to the Osbournes craze? They're officially overdone. Let them curse in peace, away from television cameras. To paraphrase Beyonce: Sugar, those jive-ass turkeys should tike a hike. Though you shouldn't let that keep you from indulging some summer fun, which is all Powers aspires to, and succeeds in, achieving. Well, that, and making the most penis references of any movie to ever receive a PG-13 rating.