``Goldmember: Austin Powers'' Gets Funky on Sizzling New Soundtrack Due July 16.

Entertainment Editors & Music/Motion Pictures Writers

"Music has always been a key part of the comedy in every `Austin Powers' installment, but I think we went to an entirely new level this time. The quality of the artists and the songs we had to work with mandated that the music would be not just an enhancement to what was on the screen, but an important part of telling the whole story." So says Mike Myers, creator and star of one of the most popular franchises in movie history, on the unique and inspired musical approach that underpins "Music From the Motion Picture Austin Powers In Goldmember," the latest installment in the hugely successful "Austin Powers" soundtrack series. "It's a goal that's carried onto this album as well. It's not just a souvenir of the movie. It stands on its own," said Myers.

"We wanted to raise the bar," adds Danny Bramson, point man for "Music From the Motion Picture Austin Powers In Goldmember," due for release on July 16, 2002 by the Maverick Recording Company. As President of Warner Music Group Soundtracks, Bramson personally oversaw every aspect of this debut release under the umbrella of the newly formed movie music division. "`Austin Powers' is more than just a movie franchise," he continues. "It's a full-blown cultural phenomenon and we wanted to do justice to the expectation and excitement that's grown up around Mike's creation. The challenge we set ourselves musically was simply to go beyond what had come before."

Surpassing previous installments in the hugely successful "Austin Powers" movie soundtrack series was a formidable goal by any measure. After all, the pair of albums spawned by 1999's "The Spy Who Shagged Me" (also released by Maverick Recoding Company) racked up combined global sales in excess of three million units, thanks largely to hits including Madonna's "Beautiful Stranger," and the smash "American Woman" by Lenny Kravitz, along with tracks by The Who, R.E.M. and a host of others. The bar, in short, had already been elevated to dizzying heights.

Bramson's first move was to gather together a stellar collection of creative co-conspirators, starting, of course, with "Austin Powers'" star Mike Myers himself, along with director Jay Roach and music supervisor John Houlihan. "We had a lot of late night conversations," Bramson reveals, "trying to refine the concept of the film in musical terms. It was an atmosphere of what I'd term `relentless inspiration,' and it paid off spectacularly."

That atmosphere was sparked by the enthusiasm and expertise of a team that included Maverick Records' Guy Oseary and Music Supervisor and Co-Producer John Houlihan, who has overseen music for all the "Austin Powers" films. "We challenged the artists, songwriters and record producers to use `Goldmember' as a reason to have fun and get funkier than they have been on their own albums," Houlihan explains. "As fans of great music we love what is happening with the so-called `Neo-Soul' movement, but our goal was to inject contemporary soul and R&B with the lightness and excitement of 70's funk. We wanted to create a soundtrack album that would kick every summer party into overdrive. This album has an infectious energy from start to finish -- all of it inspired by the colorful, energetic bounce of Austin Powers himself."

As a result of the formidable talent pool assembled for the project, "Music From the Motion Picture Austin Powers In Goldmember" quickly developed into far more than a mere sequel. "We started with the concept of the film itself," Bramson continues, "in which Austin time travels to the funky Seventies. We're into a whole new territory here."

With the music's conceptual mandate set, the principals got busy drawing on a wide range of songs and styles to capture the film's comedic vision. "What was emerging was really closer to a musical comedy than just a movie with music," Bramson asserts. "The songs we picked, and the artists who performed them, became an integral part of telling the story and creating the world that Mike and his cast of characters lived in."

A perfect example of this synergy can be heard on the album's debut single, "Work It Out" as performed and co-written by the multi-talented, sexy "Goldmember" co-star, and Destiny's Child mainstay, Beyonce Knowles. The track's funky fusion comes courtesy of producer Pharrell Williams along with partner Chad Hugo -- a.k.a. The Neptunes -- the talent behind the boards for an encyclopedic array of contemporary hits by the likes of Mary J. Blige, Usher, Eric Benet, Limp Bizkit and others. Renowned video director Matthew Rolston was subsequently recruited to shoot a sensational soul revue featuring Beyonce and some sensational images from the Seventies.

Williams, this time in his alter-ego of N.E.R.D., also lent his magic touch to another "Goldmember" standout, "Boys (The Co-Ed Remix)," performed by Britney Spears, whose cameo appearance in "Goldmember" brings superstar status to the Fembot brigade. A completely new recording of a cut first heard on Spears' 2001 release, "Britney," "Boys (The Co-Ed Remix)" stays true to the fractured funk at the heart of the film, as does the video which also features an appearance by Williams and Mike Myers as Austin Powers.

More musical alchemy is on display in the inspired pairing of the Rolling Stones and Dr. Dre in an updated version of the dance floor classic, "Miss You." "The Stones already had this amazing proto-rap in the middle of the song," explains Bramson, "and we just took it from there. Of course, the challenge of bringing these artists together was almost as daunting as coming up with the concept in the first place. But within days of contacting the Stones, we were able to hand the original multi-track tapes over to Dr. Dre. I think the results speak for themselves."

The fact is, "Music From the Motion Picture Austin Powers In Goldmember" breaks new ground with tracks that maintain the movie's concept even as they stretch the stylistic envelope. With a line-up that ranges from Soul Hooligan to Smash Mouth, backed by the Tower Of Power horns; newcomer Angie Stone to R&B legends Earth, Wind & Fire, the album also spotlights priceless music moments by Myers himself, with some noteworthy supporting players.

"Mike, as Dr. Evil, ventures into hardcore rap with a parody of Jay-Z's classic `Hard Knock Life (Ghetto Anthem),'" Bramson explains, "and he sings `Daddy Wasn't There' as Austin Powers, with his backing band Ming Tea which includes Matthew Sweet and Susanna Hoffs. I'd venture to say Mike has as inspired a sense of music as he does of film. His singing and songwriting abilities are simply extraordinary." "Music From the Motion Picture Austin Powers In Goldmember" is surprising, hilarious and undeniably booty-shaking.

                     AUSTIN POWERS IN GOLDMEMBER:
                              THE TRACKS

"Work It Out" -- Beyonce Knowles

Penned by The Neptunes' Pharrell Williams and Chad Hugo along with
"Goldmember" co-star and Destiny's Child front woman Beyonce Knowles,
"Work It Out" is also the subject of an eye-popping video by famed
photographer and director Matthew Rolston, known for his work with
Madonna, David Bowie and others. The track is the debut single from
"Music From the Motion Picture Austin Powers In Goldmember."

"Miss You (Dr. Dre Remix 2002)" -- The Rolling Stones

The quintessential disco-dance classic "Miss You" was first heard on
1978's "Some Girls" and went on to become a number one hit for the
Rolling Stones. Aptly summing up the divine decadence of the era, it
was the natural choice for the Seventies ambiance of "Goldmember,"
with updating courtesy of hip-hop pioneer Dr. Dre who remixed his
version from the band's original multi-track tapes.

"Boys (Co-Ed Remix)" -- Britney Spears Feat. Pharrell Williams of
N.E.R.D.

First heard on the superstar's multi-platinum 2001 album, "Britney,"
"Boys" gets special "Goldmember" treatment by Pharrell Williams and
Chad Hugo in their production nom de plume of The Neptunes. Williams,
an accomplished singer and composer in his own right, also performs
with Spears on both the track and in the "Goldmember" music video.

"Groove Me" -- Angie Stone

It was the inspiration of "Austin Powers'" Music Supervisor John
Houlihan to pair fast-rising singer and J Records recording artist
Angie Stone with the 1970 classic "Groove Me" originally recorded by
New Orleans funkster King Floyd. When Angie made a visit to the
"Goldmember" set, the filmmakers challenged her to capture the
unabashed fun of the original, yet move the song into a contemporary,
neo-soul direction.

"Shining Star" -- Earth, Wind & Fire

Earth, Wind & Fire's first number one hit in 1975, "Shining Star" is
the only track that appears in its original version on "Austin Powers
In Goldmember." And with good reason. Penned by EW&F members Phillip
Bailey, Maurice White, Lorenzo Dunn, "Shining Star" is as close to a
Seventies anthem as the decade ever had.

"Hey, Goldmember" -- Foxxy Cleopatra Feat. Devin And Solange

"Hey, Goldmember," is performed by Beyonce Knowles in her film persona
as Foxxy Cleopatra and features melodic snippets from three KC & The
Sunshine Band hits, with parody lyrics by Mike and Paul Myers.
Produced by Beyonce Knowles and Damon Elliott (Destiny's Child, Pink),
the "Goldmember" theme, the basis for a high-energy roller-disco scene
in the film, also highlights backing vocals by Solange and Devin.

"Ain't No Mystery" -- Smash Mouth

Written especially by the band for the "Goldmember" soundtrack, "Ain't
No Mystery" fulfills an ambition the filmmakers have had to feature
the music from Smash Mouth in an "Austin Powers" film. This track
showcases the stylistic diversity of the album. Smash Mouth joined in
the funky spirit of "Goldmember" by enlisting the classic Tower Of
Power horn section, whose Greg Adams arranged the tracks' dynamic
brass section.

"Evil Woman" -- Soul Hooligan Feat. Diana King

The basis for one of the film's inspired musical sequences, "Evil
Woman" is a remake of Electric Light Orchestra's Top Ten 1975 hit, as
performed by U.K. newcomer Soul Hooligan, whose Maverick Records album
is titled "Music Like Dirt." Diana King, with her own Maverick debut
due later this year, joins the fun, embodying the famed Evil Woman
with her sultry vocal skills.

"1975" -- Paul Oakenfold

Ambient mix master Paul Oakenfold displays his electronic wizardry to
dazzling effect in his loose interpretation of Walter Murphy's 1975
chart topper disco hit, "A Fifth Of Beethoven." The classical standard
is a mere jumping off point for Oakenfold, perhaps best known as the
originator of London's legendary UK Club Nights, and who here delivers
a quintessential contemporary dance floor track.

"Hard Knock Life (Ghetto Anthem - Dr. Evil Remix)" -- Dr. Evil

Performed with parody lyrics, "Hard Knock Life," a hilarious take on
the show-stopping song of the same name in the Broadway hit "Annie,"
is sung by Mike Myers (in his Dr. Evil persona). The cut highlights an
uproarious ghetto rap from Dr. Evil, taken directly from a musical
sequence in "Goldmember" with a distinct "Jail House Rock" flavor. The
original track of the well-known hip-hop classic by Jay-Z was
specially licensed for Dr. Evil's decidedly gangsta interpretation.

"Daddy Wasn't There" -- Ming Tea Feat. Austin Powers

The film features a sensational concert scene with our super spy
fronting his own band which includes acclaimed singer and songwriter
Matthew Sweet and former Bangles' front woman Susanna Hoffs. The
moving saga of Austin's missing father (played in the film by Michael
Caine), "Daddy Wasn't There" was written by Myers and Sweet and mixed
by Chris Lord-Alge.

"Alfie (What's It All About, Austin?)" -- Susanna Hoffs

The Burt Bacharach/Hal David hit is given an affectionate send-up by
Susanna Hoffs and doubles as a clever nod to Michael Caine, who plays
Austin's father Nigel Powers (and was the original in the "Alfie"
title roll). Lush orchestral arrangements, underscoring Austin's
emotional connection to the song's sentiments, come courtesy of
"Goldmember" film score composer George S. Clinton.

www.maverick.com
www.maverick.com/austinpowers
www.austinpowers.com