Loads of raunchy jokes, innuendo and almost nudity. Austin Powers constantly makes sexual references and calls women "baby" all the time. His behavior is VERY impressionable on children and will most likely be repeated by the youngsters. Be away this may also include catchphrases such as "Do I make you horny?" and "Do you wanna shag?" or something along those lines. Explaining the meaning of these words/phrases can be uncomfortable for both you and your child. I wouldn't watch it WITH your kids because it can cause some serious awkward moments but at 13+ its probably ok for them to watch it with friends.