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I spent thirty years of my life turning this two-bit evil empire into a world class multi-national. I was going to have a cover story with Forbes. But you, like an idiot, wanted to take over the world. And you don't realize there is no world anymore! It's only corporations!
~ Number Two

Number Two (also called "#2"), is the secondary antagonist of the Austin Powers film series.

He is the secondary antagonist in Austin Powers: International Man of Mystery, a major antagonist in Austin Powers: The Spy Who Shagged and a minor antagonist in Austin Powers: Goldmember.

He is Dr. Evil's right-hand man and his eyepatch gives him X-ray vision.

He is portrayed by Robert Wagner, who also played Bud Corliss in A Kiss Before Dying, and his younger self is played by Rob Lowe, who also portrayed Paul Barish in Tommy Boy, Guy LeFranc in Super Troopers 2Reece Tenneson in Monster Trucks, Benjamin Oliver in Wayne's World, and Alex in Bad Influence. It is revealed that he and Dr. Evil met in school and immediately became friends. 


Unlike Dr. Evil, who wants to take over the world, Number Two is mainly concerned with business and making money. In fact, at the beginning of each movie, he usually has some big investment that makes Dr. Evil and his cohorts rich.

He also tries to convince Dr. Evil to use his resources to make money; for example, he once suggested that Dr. Evil should use his time machine to go back in time to play the stock market. Dr. Evil usually rejects Number Two's ideas, however, in favor of some impractical scheme to take over the world.

In the third movie, Austin Powers in Goldmember, Number Two gets Dr. Evil's company invested in Starbucks, which makes them very rich. He even gets a young assistant who he calls Number Three (The Mole). However Number Three later reveals himself to be a spy for Austin Powers. Whenever Dr. Evil starts laughing maniacally, Number Two is always the first one of his accomplices to laugh with him.


After Dr. Evil was frozen in space, Number Two created Virtucon to fund Dr. Evil's schemes for when he returns.

Austin Powers: International Man of Mystery

Number Two enlists his moll, Alotta Fagina, to seduce Powers to prevent him from finding out about Dr. Evil's scheme to take over the world. When Powers invades Dr. Evil's lair, Number Two turns on his boss, announcing his plans to take over Dr. Evil's criminal empire and offering to make a deal with Powers. He then sits in Dr. Evil's chair, but Dr. Evil pushes a button that causes the chair to plunge into a fire pit, taking Number Two with it.

Austin Powers: The Spy Who Shagged Me

In the usual case of comedy, Number Two survives, and in the next movie he contributes to helping Dr. Evil destroy each major city, but fails. Number Two is remarked by Dr. Evil to look much "younger and handsome" back in the 1960s. Number Two is often very sycophantic toward Dr. Evil, eager to get on his good side, such as when he compliments Evil's rendition of "What if God Was One of Us?".

Austin Powers in Goldmember

In Austin Powers in Goldmember, Number Two is revealed to have met Dr. Evil at school, bonding over their shared evil laugh. Number Two supports Dr. Evil's plan to blackmail the government using Goldmember's tractor beam to destroy the poles causing a global flood, but once Dr. Evil learns he is Austin's brother, and switches sides, Number Two also defects.


  • Number Two is a parody of Emilio Largo, the main antagonist of the James Bond film Thunderball.


           Austin-powers-title.png Villains

Criminal organization
Dr. Evil | Number Two | Frau Farbissina | Scott Evil | Mini-Me | Alotta Fagina | Random Task | Mustafa | Patty O'Brien | Ivana Humpalot | Fat Bastard | Robin Swallows | Fembots (Vanessa Kensington)

Goldmember | Mr. Roboto | Mr. and Mrs. Evil

           New Line Cinema Logo.png Villains

Animated Features
Rothbart | Bridget

Live-Action Films
Freddy Krueger | Critters | Shredder | Tatsu | Jobe Smith | Tokka and Rahzar | Walker | Lord Norinaga | It | Drop Dead Fred | Annabel | Jason Voorhees | Leland Gaunt | John "Ace" Merrill | Jed Hill | Azro | The Mask | Dorian Tyrell | Sweet Eddy | Orlando | Freeze | Niko | Nicholas Andre | Shang Tsung | Kano | Goro | Sub-Zero | Scorpion | Reptile | Shao Kahn | Dr. Evil | Scott Evil | Frau Farbissina | Number Two | Alotta Fagina | Sindel | Shinnok | Mileena | Motaro | Sheeva | Ermac | Jade | Baraka | Cyrax | Smoke | Fembots | Vanessa Kensington | Glenn Gulia | Spider Smith | Dr. Zachary Smith | Deacon Frost | Quinn | Vanessa Brooks | Mercury | Racquel | Pearl | Officer Krieger | Thomas Griffin | Sang | Clive Cobb | Derek Vinyard | Mini-Me | Fat Bastard | Adrian | Cassius | The Peeper | Sauron | Saruman | Gollum | Durin's Bane | Gríma Wormtongue | Witch-king of Angmar | Nazgûl | Gothmog | Orcs | Uruk-hai | Trolls | Olog-hai | Ricky Tan | Hu Li | Steven Reign | Zing | Chuck Cedar | Mac McGrath | Goldmember | Jared Nomak | Eli Damaskinos | Reaper Strain | Dieter Reinhardt | Scud | Willard Stiles | Ben | Mr. Frank Martin | George Miller | Tommy Miller | Drake | Central Park Rangers | Danica Talos | Asher Talos | Jarko Grimwood | Pac-Man | Werewolf | Loki | Kenji | Varden Reynard | Dragon Lady Jasmine | Ron Fox | Colton Graham | Big Bob | Jason Voorhees | Freddy Krueger | David Harken | Julia Harris | Bobby Pellitt | Azog | Yazneg | Torturer of Dol Guldur | Goblins (Great Goblin) | Bolg | Smaug | Master of Laketown | General Fallon | Giants | Lord Roderick | Wickie | Adele Pinchelow | Travis & Captain Lippencott | Rex Hanson | Bert Hanson | Daniel Riddick | Susan Riddick | Claire Wyden | Brett Wyden | George, Ralph and Lizzie | Shang Tsung | Sub-Zero | Mileena | Reiko | Kano | Kabal | Goro | Reptile | Nitara | Gabriel

See Also
Austin Powers Villains | Blade Villains | Castle Rock Entertainment Villains | DC Extended Universe Villains | Farrelly Brothers Villains | Friday the 13th Villains | Horrible Bosses Villains | Middle-Earth Villains | Mortal Kombat Villains | Pink Flamingos Villains | Rush Hour Villains | SHAZAM Villains | Sony Pictures Villains | Spawn Villains | Stephen King Villains | The Conjuring Villains | The Mask Villains | The Sandlerverse Villains | TMNT Villains | Universal Studios Villains | Village Roadshow Pictures Villains | Warner Bros. Villains