Mike Myers as Austin Powers / Dr. Evil / Goldmember / Fat Bastard

Beyoncé as Foxxy Cleopatra

Seth Green as Scott Evil

Michael York as Basil Exposition

Robert Wagner as Number Two

Mindy Sterling as Frau Farbissina

Verne Troyer as Mini-Me

Michael Caine as Nigel Powers

Fred Savage as Number Three

Gwyneth Paltrow as Dixie Normous

Diane Mizota as Fook Mi

Carrie Ann Inaba as Fook Yu

Nobu Matsuhisa as Mr. Roboto

Aaron Himelstein as Young Austin

Josh Zuckerman as Young Evil

Evan Farmer as Young Number Two

Scott Aukerman as Young Nigel

Anna Marie Goddard as Henchwoman

Tommy Lister Jr. as Prisoner #2

Nichole Hiltz as French Teacher

Angela Meryl as Skater

Tom Cruise as Tom Cruise / Famous Austin ('Austinpussy')

John Travolta as John Travolta / Famous Goldmember ('Austinpussy')

Kevin Spacey as Kevin Spacey / Famous Dr. Evil ('Austinpussy')

Danny DeVito as Danny DeVito / Famous Mini Me ('Austinpussy')

Steven Spielberg as Steven Spielberg / Famous Director ('Austinpussy')

Nathan Lane as Mysterious Disco Man

Neil Mullarkey as Physician

Eric Winzenried as Henchman Sailor

Jim Piddock as Headmaster

Esther Scott as Judge

Leyna Nguyen as Anchorwoman

Jeannette Charles as Queen

Brian Tee as Japanese Pedestrian

Masi Oka as Japanese Pedestrian

Kevin Cooney as General Clark

Clint Howard as Johnson

Michael McDonald as Royal Guard

Donna D'Errico as Female Vendor

Fred Stoller as Male Shopper

Brad Grunberg as Shirtless Fan 'A'

Greg Grunberg as Shirtless Fan 'T'

Ren Urano as Sumo Referee

Kinga Philipps as Austin's Mom

John Donovan as Toothless Gardner

Masa Kanome as Fountain Security Guard

Hideo Kimura as Japanese Surveillance Guard

Hiroshi Otaguro as Japanese Surveillance Guard

Kevin Alexander Stea as Dancer

Linda Kim as Geisha Secretary

Nina Kaczorowski as Henchwoman

Tammy Vanderpool as Henchwoman

Nikki Ziering as Henchwoman

Sybil Azur as Foxxy's Backup Dancer

Nicole Humphries as Foxxy's Backup Dancer

Patrice Fisher as Dancer

Timothy Anderson as Dancer

Faune Chambers Watkins as Dancer

Kelly Cooper as Dancer

R.J. Durell as Dancer

Shaun Earl as Dancer

Michelle Elkin as Dancer

Jennifer Hamilton as Dancer

Hunter Hamilton as Dancer

Michael Higgins as Dancer

Mark Meismer as Dancer

Mandy Moore as Dancer

Ayesha Orange as Dancer

Nathan Prevost as Dancer

Liz Ramos as Dancer

Shealan Spencer as Dancer

Becca Sweitzer as Dancer

Salvatore Vassallo as Dancer

Robert Vinson as Dancer

Amie Barsky as Skater

Lina Chmiel as Skater

Sharon Ferguson as Skater

Trey Knight as Skater

Brian Richardson as Skater

Kimberlee Suerth as Skater

Lakisha Swift as Skater

Katie Couric as Prison Guard

Rob Lowe as Middle Number Two

Ryan Allen Carrillo as Skater

Mike Chaturantabut as Gunman at Pool

Gabriel Corbin as Dancer

Devyn Duex as Skater

Christy McGinity Gibel as Dancer

Paul Grace as Dancer

Ben Hisoler as Party Guest

Eiji Inoue as Taxi Driver

Jimmy Jatho as Shirtless Fan 'I'

Kristen Johnston as Dancer

Charles M. Kerper as Dancer

Martin Klebba as Dancer

Carolina Lancaster as Dancer

Ryan McGonagle as Dancer

Kinsey McLean as Classmate

Marylee Picciano as Studio 69 Girl

Gene Anthony Ray as Dancer

Tara Rice as Austin's Girlfriend

Nicole Sciacca as Dancer

Matt Sergott as Dancer

Sonny Sison as Dancer

Michael Sun Lee as Japanese Business Man

Chris Sung as Japanese Teen

Andreanna Veith as Dancer

Kevin Vila as Party Guest

Dan Warner as Lair Guard

Shane Zeranski as Dancer

Ozzy Osbourne as Ozzy Osbourne

Sharon Osbourne as Sharon Osbourne

Kelly Osbourne as Kelly Osbourne

Jack Osbourne as Jack Osbourne

Quincy Jones as Quincy Jones

Britney Spears as Britney Spears

Burt Bacharach as Burt Bacharach

Susanna Hoffs as Ming Tea - Gillian Shagwell

Stuart D. Johnson as Ming Tea - Manny Stixsman

Matthew Sweet as Ming Tea - Sid Belvedere

Christopher Ward as Ming Tea - Trevor Aigberth

Jesse Heiman as Student (uncredited)

Eddie Adams as Young Basil

Danny Nero as Bystander (uncredited)

Peter Navy Tuiasosopo as Sumo Wrestler (uncredited)