First off, I didn't care for Goldmember. He had a couple moments, but all in all he added little to the movie despite the fact that he's the TITLE CHARACTER! If he was the main villain as opposed to just being a Dr. Evil stooge, maybe it would have been different.
Secondly, there was no reason to bring Fat Bastard back. I could have definitely done without that. I wouldn't have minded seeing him at the end of the movie, but the sumo stuff was just too much.
Also, in my opinion Scott Evil was BASTARDIZED. Nothing wrong with character development, and when it started simply with Scott sucking up to his dad it was fine. And then he lost his hair and just became Dr. Evil II. If they want to build him up to be the evil supervillain, that's fine, but I don't want to see him just portraying Dr. Evil Junior and losing everything cool ABOUT Scott Evil.
Also, the jokes were re-hashed until they weren't funny anymore. That is the sign of a franchise running out of ideas.
Were there good things? Yes. The acting was good and the Godzilla joke was GREAT. Michael Caine was superb as Austin's father and was the one thing they truly did right.
Truth is, right when Britney Spears showed up I had a sinking feeling that the franchise had been sucked up in its own fame, and I was right.