Austin Powers


Felicity Shagwell ("Shagwell" by name, "Shag-very-well" by reputation), portrayed by Heather Graham, is the female accomplice of Austin Powers during the events of Austin Powers: The Spy Who Shagged Me and a member of the CIA.


Felicity shows a penchant for using 6-shooter style weapons, particularly her .44 magnum. Other equipment she is known to sport includes a 1965 Chevrolet Corvette Stingray painted in the style of the Stars and Stripes and a necklace with a Greek female symbol, similar to Austin's Greek male symbol medallion, demonstrating she is in many ways his female counterpart.

She is known for her incredible sexual prowess, having seduced Dr. Evil's overweight Scottish henchman, Fat Bastard, and having had a threesome with two versions of Austin. She flirts with Austin with rabid vigor throughout the film and has a strong desire to have sex with him. She claims Austin was her inspiration for becoming an agent. She tries to seduce Austin in his 1969 Shag Pad, but is turned down due to his erectile dysfunction caused by the loss of his Mojo. He later admits this and apologizes, to which Felicity is very understanding, simply glad to know that Austin still likes her. When Austin's mojo is supposedly destroyed by Dr. Evil, she explains to him that he never lost his mojo or, at the very least, a significant enough portion of it to affect his sexual prowess. Austin’s mojo is revealed to have somehow been restored at the end of the film as she is seen making love to Past Austin who confirms he has his mojo back.

In at least one alternate timeline, she is suffocated via gas by Dr. Evil.


Felicity is introduced to Austin after he travels back in time directly following the assassination attempt by Dr. Evil, where Austin was nearly incinerated by one of Dr. Evil's fembots in the form of his then-wife Vanessa. During the subsequently following assassination attempt, at the hands of Robin Spitz Swallows, she both informs Austin of Robin's involvement in the second plot and rescues him from the scene.

After escaping Dr. Evil’s second assassin Mustafa, Felicity and Austin investigated a break-in at his cryogenic chamber where they discover Fat Bastard infiltrated it, though it is unknown why. After this initial investigation, the two had a date exploring London before winding back at Austin’s Shag Pad. As Austin examined photos from the crime scene, revealing Fat Bastard is the thief who stole his mojo, Felicity prepared to make her move on Austin. She confesses her feelings for Austin directly to him, attempting to seduce him during a sensual massage and accomplishing nothing. Austin, in a moment of fear and embarrassment, leaves the Shag Pad after turning Felicity’s offer to shag down, unable to admit his erectile dysfunction to her. She is the only actual girl to have been turned down by Austin in a sexual advance, as far as we know. Vanessa also has been turned down, but the legitimacy of Austin turning her down is up for debate because of her non-human status. This is especially odd in regards to Felicity, considering Austin has even been flirtatious with married women, like Vanessa's mother, Mrs. Kensington. As she recovers from the sadness of this apparent rejection, Basil assigns her the mission of placing a tracking device on Fat Bastard, which she does by (much to her disgust) having to seduce him and placing the tracker in his rear end. He, unfortunately, takes this as foreplay and proceeds to have his way with her again, causing her to scream as he nearly crushes Felicity.

However, it is revealed the following day that the only reason Austin did not give in to her advances was because of the loss of his mojo as Austin feared Felicity she would not be interested in him if she knew he was sexually impotent. Felicity was relieved to hear Austin thought she was shagadelic and revealed she had placed a homing device on Fat Bastard. While Austin was excited, believing tracking down Fat Bastard would allow them to reclaim Austin’s mojo so he and Felicity could finally have sex, Felicity attempted to inform Austin of what she did with Fat Bastard, but was cut off as they found his location. After retrieving the device from a stool sample, they found evidence of a vegetable that comes from only one island in the world which they deduce held Dr. Evil’s 1969 lair.

Austin and Felicity attempted to infiltrate the lair, but were captured soon after their arrival and brought before Dr. Evil and his minions. Upon being reunited with Fat Bastard, who mocked Felicity’s sexual prowess, Felicity was forced to admit she did indeed sleep with him to a heartbroken Austin. She and Austin are then thrown in a jail cell after Dr. Evil cruelly mocks Austin by holding up his stolen mojo. In their prison cell, Austin admits his jealousy of Fat Bastard getting to sleep with Felicity. She called him out on it, saying it was unfair of him to blame this on her just because he lost his mojo. The two then made up as Felicity apologized and told Austin he was her inspiration for becoming a spy and realized that she now genuinely wanted to be with him romantically. The two escape after Felicity flashed the guard, he being entranced by her breasts, and falling into the lava.

After escaping, Felicity and Austin followed Dr. Evil to the moon in Apollo 11. While Austin pursued whom he believed to be Dr. Evil, Felicity went on ahead to presumably disable the giant laser cannon Dr. Evil had developed and/or find Austin’s mojo. Unfortunately, with the pair split up, Felicity was captured and used as a hostage in the main control room. Holding her in a cage which was filling up with poisonous gas, Dr. Evil forced Austin to choose between stopping the destruction of Washington, D.C. by the laser or saving Felicity. Austin managed to stop the laser, but failed to rescue Felicity in time as she succumbed to the toxin. After tearfully admitting his love for her, Austin angrily pursued Dr. Evil to avenge his lover’s death. However, after wounding and cornering him, Austin let Dr. Evil go after the latter suggested Austin go back in time to try and save Felicity again.

Austin traveled ten minutes into the past and teamed up with his past self to save the world and get the girl, having Past Austin stop the laser while the future Austin (now called Austin-From-10-Minutes-From-Now) rescued Felicity. Unfortunately, Dr. Evil still had one final card to okay: he STILL had Austin’s mojo! After triggering the self-destruct function for his moon base, Dr. Evil threw the vial of Austin’s mojo into the air. Both Austin’s ran to catch their precious libido, unaware they were both about to crash into one another. Felicity tried to warn them in time, shouting to watch out, but it was too late. Both Austin’s collided into one another, causing them to fall to the floor as Austin’s mojo crashed to the ground, shattering the glass vial and causing his libido to splash across the floor. Austin’s mojo was destroyed. Dr. Evil then laughed at his mortal nemesis’s fate, seemingly doomed to either death or at least perpetual impotence before fleeing.

While Past Austin was strangely unmoved by this and quickly fled, Austin-From-10-Minutes-From-Now wept over the now-powerless mojo and tried to scoop up some of it to drink, hoping to reclaim even a tiny hint of his grooviness and sexual prowess. Felicity ran to him and tried to get Austin to escape with her, but Austin seemed distraught, claiming he was useless without his mojo. Felicity, however, assured him that he never needed, seeming to have had it all along as even after its theft, he still saved the world, defeated Dr. Evil, and promised he was gonna get the girl.

Before the two could share their first kiss, however, they still needed to escape. Felicity suggested using the Time Machine to go back to 1967, likely believing that if they went back to then, they could then stop Fat Bastard from stealing Austin’s mojo in the first place in 1969. Austin, however, asked Felicity to come with him to 1999. Felicity seemed nervous, loving her life in the 1960s and wanting to see the 70s and 80s. Austin quickly assured her she wasn’t missing much and together they escaped to the 90s.

Shortly after their return, Austin and Felicity had officially become a couple, professing their love for one another, and as the two were making out in Austin’s 1999 pad, they were ambushed by Fat Bastard who held the two at gun point. Although he was there to kill them, Fat Bastard offered Felicity “another go,” though this offer was rejected by Austin and Felicity. She then asked Fat Bastard if he was happy. Fat Bastard had an emotional breakdown at this, commenting on how his weight spiraled out of control, eating to excess because of his unhappiness. While it seemed that this moment of self-reflection was a new beginning for the double agent, after letting out a long fart, Fat Bastard prepared to assassinate the two anyway. Felicity quickly prevented this by disabling Fat Bastard with a “judo kick” right to his testicles , calling him out for having called her “crap” in the bedroom. Fat Bastard groaned and tries to grab his crotch but is too fat.


(Top Picture): Felicity kicks Fat Bastard in the testicle. (Bottom Picture): Fat Bastard cries out in pain after his testicles were kicked.

Fat bastard moaned and called his scrotum “ mommy -daddy button “ claiming she hit his gonads adroitly . Fat Bastard yells and faints falling flat face forward causing a mini earth quake

Although Austin sympathized with Fat Bastard and tells Felicity it’s just not right to kick a man in the family jewels. He and Felicity ignored the unconscious assassin as Austin told Felicity she was the best thing to come out of the 1960s. Felicity then had a surprise for Austin, pressing a button that randomly created a Swinging 60s shindig in the pad. As everyone danced about, Austin and Felicity kissed again.

A month later, however, Austin came to the pad with flowers and chocolates for Felicity, only to hear her having a very good time in bed with another man. Upon entering the apartment, a heartbroken Austin confronted a very confused Felicity as, to her, he was already in bed with her. Turns out this is the second time Felicity's cheating on Austin again. It was revealed the man shagging her was none other than Past Austin who said it technically wasn’t cheating. Present Austin, seemingly aroused by his past self, couldn’t help but forgive Felicity as he admitted he was too sexy to be resisted, something Past Austin and Felicity both agreed with. Present Austin then asked Past Austin if they somehow had their mojo back, which Past Austin confirmed, lifting the sheets over his crotch and looking down at his presumably erect member with a grin. With both Austin’s in the mood, Felicity would then (presumably) proceed to have a threesome with both Past and Present Austin, much to the hippie chick’s great delight...

After the events of The Spy Who Shagged Me[]

Felicity does not appear during the events of Goldmember. In a supposed novel tie-in, it's allegedly revealed that Felicity left Austin because he's still in love with Vanessa Kensington. This is odd, considering that Vanessa turned out to to be fembot and Austin has watched Felicity die at least once, making the claim, "I love you, Felicity. I love you." This claim is in stark contrast to Mrs. Kensington's comments to Vanessa in regards to Austin's loyalty. What makes this even more odd is the fact that Austin seemed more distraught over Felicity’s death than Vanessa, having grieved for a few seconds before delighting in his newfound single status in the case of the latter while pursing Dr. Evil in an angry, vengeful rage, and then going back in time to undo the death of the former. This seems to imply Austin having an even deeper love for Felicity. Another theory for Felicity’s absence is that she simply went off with one of the two Austins while the other Austin was the one who appeared in Goldmember and began romancing Foxxy Cleopatra.


In other languages, the character is known by the following names:

  • Bosanski: Felisiti Dobrošević
  • Bulgarian: Фелисити Чукагот
  • Catalan: Felicity Cardoguay.
  • Czech: Felicity Šukvelová.
  • Danish: Felicity Bollergodt (Boller godt, Fucks good)
  • Dutch: Felicity Neuktgoed ( neukt goed is a direct translation, fucks well)
  • Estonian: Õnnelik Kargaja.
  • Finnish: Unelma Panopuu.
  • French (France): Felicity Bonnebez. (bonne baise, good fuck)
  • French (Canada): Félicité Chaudolit. (chaud au lit, hot in bed)
  • German: Felicity Schickfick. (Translates to Felicity Nicefuck.)
  • Hebrew: פליסיטי שגוול. (Simple transliteration without translation.)
  • Hungarian: Felicity Yoldug (Transliteration of "jól dug" meaning: fucks good.)
  • Italian: Felicity Ladà (la dà, (she) gives it).
  • Latvian: Felisitija Labdrāte
  • Polish: Felicity Robidobrze.
  • Portuguese (Brasil): Felicity Façobem. (Translates to "Felicity (I) Doitwell")
  • Portuguese (Portugal) : Felicidade NaCama (Translates to "Happiness in the bed")
  • Russian: Фелисити Добротрах (Direct translation.)
  • Spanish: Marifé Lación, Felicity Buenfollón, Felicity Revueltas, Felicity Revuelcabién, Felicity Lación.
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  • Felicity is the most flirtatious Austin Powers girl, as she makes several moves on Austin even after her "encounter" with Fat Bastard.
  • She was originally written to have auburn hair.
  • She is likely the most infamous Powers girl for her scene with Fat Bastard.
  • She has a scene that was deleted in Goldmember.
    Felicity Shagwell

    Felicity attempts to seduce Austin.

  • She is the only Powers girl shown to have sex with someone other than Austin. This includes Past Austin, Fat Bastard, and unnamed others who helped build her "reputation" as "Felicity Shag Very Well."
  • In an early draft of The Spy Who Shagged Me, Austin and Felicity would have been attacked by Dr. Evil’s latest invention, the He-Bots, male versions of the Fem-Bots built specifically to deal with Felicity as Dr. Evil believed with Ms. Shagwell unable to protect him, the impotent/mojo-less Austin Powers would be easy pickings. While Austin feared he would be unable to fight them without his mojo, Felicity dealt with them instead, destroying them with a powerful strip tease like Austin did to the Fem-Bots, revealing she ALSO had her own mojo! Although this is unconfirmed in the theatrical release of the film, it appears heavily implied that Felicity does indeed still have her own mojo. This would make Felicity the only other person in the Austin Powers universe known to be gifted with the grooviness of mojo aside from Austin himself.
  • Many Austin Powers fans have ranked each Powers girl in terms of sexual stamina.  In these polls, Felicity usually ranks at the top or at least very near the top.
  • She is a parody of agent Anya Amasova from "The Spy Who Loved Me."
  • The bikini is from "Doctor No".
  • Felicity's theme song is American Woman by The Guess Who. Lenny Kravitz covered this song specifically for her role in the movie.
  • A deleted scene from The Spy Who Shagged Me shows Austin pointing and operating a remote and a metal detector at Felicity while she's asleep, concerned that she may be a fembot. This may have been a remnant of the removed subplot about Austin's heartbreak over Vanessa's fembot reveal and betrayal.