Not as funny as the second. The second, in my opinion, was the funniest, due partly to the introduction of Fat Bahstard. (Oops. Not in the Bah-ing thread....) Goldmember himself wasn't funny, and he even was gross. Yes, grosser (is that a word?) than Fat Bastard. "Goldmember"was overall the most plush, most visually striking of all three, but the least funny in my opinion. Now as far as babes go, Elizabeth Hurley, goddess extroidanaire. Heather Graham, good-looking, yes, but a terrrrrrrible actor in "The Spy Who Shagged Me." But I've just got a thing for Britney and Beyonce. I was extremely worried going in that Beyonce Knowles was gonna be a bad actor, but she did worlds better then Heather Graham. And the small appearance by Britney was grrrrrreat. Anybody else seen it?