AUSTIN POWERS: THE SPY WHO SHAGGED ME (PG-13, 95 minutes)

A sequel often as funny and outrageous as the original, this new "Austin Powers" adventure poses a Family Filmgoer dilemma: Is a movie that is one continuous grinning, Freudian, phallic sexual innuendo punctuated by gross-out toilet humor okay for young audiences? Well, probably not for many preteens, but for most teens: The humor is bawdy but not excessively graphic or mean-spirited. Concerned parents should preview the film.

The stretched-to-the-limit PG-13 also covers occasional profanity, a couple of head-banging, crotch-biting fights, jokes about dwarfs and lesbians, and the strategically censored semi-nudity of Austin himself (Mike Myers). Most teens will laugh at the slapstick and innuendo even if they don't get all of it, or grasp the allusions to '60s pop culture. In this episode, the time-traveling British spy has settled in 1999 London, only to learn that his wife (Elizabeth Hurley) is an enemy robot sent by Dr. Evil (also Myers) who wants to steal Austin's mojo (his pheromonal sex appeal) and conquer the world.

THIS IS MY FATHER (R, 120 minutes, at Cineplex Odeon Avalon)

James Caan plays Kieran Johnson, a burned-out Chicago teacher who goes to Ireland to learn who his father was in this sometimes melodramatic and cliched yet affecting yarn. A subplot about Kieran's alienated teen nephew (Jacob Tierney) may resonate well with high-schoolers. The rating reflects an explicit sexual situation, comically explicit sexual innuendo (uttered by a priest while hearing a confession), strong profanity, a suicide by hanging and characters who smoke and drink.

Settled into a rural Irish bed-and-breakfast, Kieran and his nephew hear from an old woman the tale of forbidden love (shown in flashbacks) between Kieran's father and the rebellious girl who his mother, now stroke-disabled, once was. In their village in 1939, love between a girl from the grandest family and a simple farmhand (Aidan Quinn, whose brother Paul wrote and directed and brother Declan photographed) was a no-no.

BESIEGED (R, 92 minutes)

This odd, nearly wordless tale of selfless love could delight romantic and intellectual high-schoolers. A mild sort of R, "Besieged" does have a moment of semi-nudity, a mild sexual situation and equally mild sexual innuendo. An early sequence shows brutal soldiers of an African dictatorship arresting a schoolteacher. Some characters drink.

Directed by Bernardo Bertolucci (based on a short story, "The Siege," by James Lasdun), "Besieged" portrays a reclusive pianist in Rome. Mr. Kinsky (David Thewlis) loves his housekeeper, Shandurai (Thandie Newton), an African refugee who's also a medical student. When he asks what he can do to win her, she says he must get her husband out of jail in Africa. In a series of moody, impressionistic, music-filled scenes, Mr. Kinsky proves the generosity of his love.

ALSO PLAYING

For 8 and Up

"Endurance" (G). Moving docudrama reenacts life of Ethiopian Olympic gold medalist Haile Gebrselassie, who grew up in poor village, persevered, trained and triumphed. Graphic scenes of Third World poverty; Haile's mother collapses, dies off screen; he weeps at funeral.

"Star Wars: Episode I: The Phantom Menace" (PG). First installment of prequel trilogy looks good, plays dull -- leaden characters, murky plot, sterile, computer-generated imagery. Loud, fast, bloodless violence includes light saber impalement, endless pod race, battles; sad moment when young Anakin Skywalker leaves mother; tots may find aliens scary.

Art Films Teens Might Like

"The Apple" (Unrated). Touching cinema verite from Iran about poor couple reported for keeping 12-year-old twin daughters locked up for their own safety. Young filmmaker Samira Makhmalbaf followed social worker to house, set up situations to help girls blossom. Occasional mild profanity. Subtitles.

"Tea With Mussolini" (PG). Judi Dench, Maggie Smith, Joan Plowright and Cher as ladies in 1930s Italy facing fascist thuggery, war, in sentimental but diverting tale. Rare profanity; drinking, smoking; unwed characters' trysts; illegitimate child; hint of male nudity.

PG-13s

"Notting Hill." Julia Roberts as movie star falls in love with Hugh Grant as London bookshop owner in warm, witty romantic comedy. Crude comic language, occasional profanity; sexual innuendo, masturbation jokes; mild sexual situation with unwed couple spending night.

R's

"Limbo." David Strathairn, Mary Elizabeth Mastrantonio fall in love in Alaska, get stranded on remote island with her depressed teen daughter in obvious but compelling John Sayles film. Implied violence; muted sexual situations; teen cuts herself; drinking, smoking. Most teens.

"Instinct." Cuba Gooding Jr. as hotshot psychiatrist treating Anthony Hopkins as primatologist who killed African park rangers in slick melodrama on "green" themes. Intense though bloodless violence includes shooting of gorillas (actors in costume) with one's poignant close-up death; grim scenes in psychiatric prison; frequent profanity. Most teens.

"Xiu Xiu the Sent Down Girl." Stark, beautiful fable about teen girl sent to Tibet to apprentice with kindly horse herder during China's Cultural Revolution; becomes prostitute. Graphic sexual situations, semi-nudity; out-of-wedlock pregnancy; bloodied sheets from abortion or miscarriage. Mature older high-schoolers. Subtitles.

"Election." Teacher Matthew Broderick tries to stop smug student Reese Witherspoon from winning school election in smart, cynical adult comedy. Graphic sexual situations, innuendo; gay themes; semi-nudity; profanity; marijuana; teacher-student affair. Older high-schoolers.