Copyright Newline Cinema, sorry for added subtitles, hopefully they don't get in the way. * Mike Myers as Austin Powers, Dr. Evil, Goldmember and Fat Bastard * Beyoncé Knowles as Foxxy Cleopatra * Michael York as Basil Exposition * Michael Caine as Nigel Powers * Robert Wagner as Number Two * Rob Lowe as young Number Two * Seth Green as Scott Evil * Verne Troyer as Mini-Me * Mindy Sterling as Frau Farbissina * Fred Savage as Number Three * Diane Mizota as FookMi * Carrie Ann Inaba as Fook Yu * Nobu Matsuhisa as Mr. Roboto * Aaron Himelstein as teenage Austin Powers * Josh Zuckerman as teenage Dr. Evil * Eddie Adams as teenage Basil Exposition * Evan Farmer as teenage Number Two * Neil Mullarkey as physician * Tiny Lister as a prisoner * Jim Piddock as aheadmaster * Esther Scott as the judge * Leyna Nguyen as an anchorwoman * Jeanette Charles as Queen Elizabeth * Brian Tee as Japanese pedestrian * Masi Oka as The Japanese Copyright Man * Clint Howard as Radar Operator Johnson Ritter * Michael McDonald as Royal Guard * Donna D'Errico as a female vendor * Greg Grunberg as the shirtless fan with the letter "T" (Greg's brother Brad Grunberg is the fan with the "A") * Kinga Philipps as Young Austin's mum * Scott Aukerman as young Nigel Powers * Kevin Stea as the assistant director of "Austinpussy" (and a dancer) * Anna-Marie Goddard as a henchwoman * Nina Kaczorowski as a henchwoman * Nikki Ziering as a henchwoman * Susanna Hoffs as Gillian Shagwell in Ming Tea * Matthew Sweet as Sid Belvedere in Ming Tea * Christopher Ward as Trevor Algberth in Ming Tea * Nathan Lane as a mysterious disco man * Katie Couric as a prison guard * Kristen Johnston as a dancer at Austin's pad * ??? as Mr. Bigglesworth
Cameos * Tom Cruise as himself as Austin Powers * Danny DeVito as himself as Mini-Me * Gwyneth Paltrow as herself as Dixie Normous * Kevin Spacey as himself as Dr. Evil * Steven Spielberg as himself * Quincy Jones as himself * John Travoltaas himself as Goldmember * Britney Spears as herself * Ozzy Osbourne as himself * Sharon Osbourne as herself * Kelly Osbourne as herself * Jack Osbourne as himself * Burt Bacharach as himself (during the credits)
