"Goldmember" is the third installment in the Austin Powers series, and it shows. Bring on all the jokes that were left on the cutting room floor after the first two films. Bring on the frenetic parade of celebrity cameos that are supposed to say "Hey am I a good-natured, poke-fun-at-myself kind of guy or WHAT?" when what they really say is, "We didn't have a story, so enjoy this episode of 'Entertainment Tonight.'" This movie is about as cohesive as a clip show, cut with what's basically "the Austin Powers Awards" as the celebs gather to have a good time and congratulate each other on how funny it all is. The actors spend so much time mugging at the screen and indulging in improvised nonsensical exchanges that the experience is like being at a party where you're the only person in the room not smashed on nitrous oxide.

We know we're in trouble early on when a chunk of the movie takes place with Hollywood as a backdrop. Nothing says "we phoned this one in" like setting a movie in Hollywood and spinning a few inside jokes about the stars, the agents and the catering. Another bad sign: Michael Caine as Austin's father, Nigel Powers. Michael Caine is many things to many movies, but he has a worse sense of comic timing than the smallpox virus, and his effect on people is about as enjoyable to watch.

For jokes, we rely on the pee-pee and ca-ca humor that helped build the franchise, plus a fair amount of dead-end "aren't the '70s goofy" references as Austin Powers (Mike Myers), with Dr. Evil (Myers) safely ensconced in prison for the moment, travels back to 1975 to rescue his father. Once there, he teams up with Foxxy Cleopatra (Beyoncé Knowles) to battle the startlingly unfunny Goldmember (Myers), whose schtick is that he's over-the-top Dutch. This is what you get when you're scraping the bottom of the humor barrel: over-the-top Dutch.

The only way this film tops its predecessors is that it features some of the bluntest product placements I've ever seen. At one point, Austin clutches his cell phone and states, "I've got my Moto," a term which connotes Motorola's attempt to rebrand the cell phone for the 100 millionth time. The word "Moto" will be wholly extinct from the commercial culture by the time this film comes out on video, but by then Mike Myers's and director Jay Roach's checks will have cleared, so who cares? Heineken, Taco Bell and Aquafina all share top billing as well. When this comes out on the TV, where are they going to fit the commercials?