Danny Ocean and his cadre of lovable criminal masterminds are back up to their old tricks (and a few new ones) in the sequel to their 2001 hit Ocean's Eleven. The newest installment, Ocean's Twelve, finds the crew lying low three years after their impressive heist of $160 million from Bellagio Casino bad man Terry Benedict. Benedict has finally tracked them down one by one. He's mad and he wants his money back, with interest, in two weeks. Or else.

The group convenes, quickly surmises that collectively it doesn't have the sum Benedict is demanding, and promptly heads to Europe in search of a gig with a payday big enough to save their lives.

Julia Roberts and George Clooney play Danny and Tess Ocean

Julia Roberts and George Clooney play Danny and Tess Ocean

As in Ocean's Eleven, where the Bellagio heist was partly a play on Danny's (George Clooney) part to woo back his ex-wife, Tess (Julia Roberts), the crew ends ups in Amsterdam where Danny's right-hand man, Rusty (Brad Pitt), has his own agenda—re-connecting with ex-girlfriend Isabel (Catherine Zeta-Jones). Oh yeah, and by the way, Isabel happens to be one of Europe's top anti-crime experts. Ah, the plot thickens.

And then it starts to boil—because it doesn't take long for Ocean's Eleven (the twelfth member doesn't get into the action until late in the film) to realize that Benedict (Andy Garcia) and Isabel aren't their only foes. Someone else is setting them up for failure—the Night Fox. A criminal mastermind in his own right, the jealous Night Fox (Vincent Cassell) wants to establish his superiority once and for all. He ratted Ocean's Eleven out to Benedict to flush them out and now he's set up a thieves' showdown. Whoever steals the antique and heavily guarded Fabergé egg first will be the best. If Ocean's Eleven wins, the Night Fox will pay their debt to Benedict. If the Night Fox wins, he gets the satisfaction of being top dog and his competition will disappear thanks to Benedict's thugs.

Brad Pitt plays the role of Rusty Ryan

Brad Pitt plays the role of Rusty Ryan

Highly entertaining scheming and pilfering ensues.

Director Steven Soderbergh shot Ocean's Twelve with a slightly grainy quality that, coupled with pitch-perfect editing, gives the film a 1960s TV vibe. Think Hawaii Five-0. It gives the movie a tactile presence on the screen and, given the fact that all movies now play in the special effects-generated shadow of The Lord of the Rings trilogy, it's a welcome reminder that we don't need increasingly grand spectacles to make thoroughly entertaining movies.

Catherine Zeta-Jones plays the part of Isabel Lahiri

Catherine Zeta-Jones plays the part of Isabel Lahiri

What we need is a good story full of characters we love, characters we hate, intrigue, and witty dialogue. Ocean's Twelve has all these things in spades.

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To cite standout performances in Ocean's Twelve would basically be to read the cast list. Clooney, Pitt, Roberts, and Zeta-Jones are surrounded by top-notch actors including Matt Damon (playing an earnest and green-behind-the-ears pickpocket in fantastic contrast to his recent Bourne Supremacy super spy), Don Cheadle, Bernie Mac, Elliot Gould, and Carl Reiner. Robbie Coltrane (better know as Harry Potter's Hagrid) and comedian-extraordinaire Eddie Izzard both play small, but memorable roles.

Danny (Clooney), Linus (Matt Damon) and Rusty (Pitt) on the move

Danny (Clooney), Linus (Matt Damon) and Rusty (Pitt) on the move

Cameos by Topher Grace and a surprise big-name actor are brilliantly played. That probably wasn't so hard for the actors given that they're playing themselves, but huge kudos go out to the screenwriters who gave them really funny things to say. It looks like everyone had a lot of fun making this movie, which I hope was indeed the case-because I'm already eagerly awaiting Ocean's Thirteen.

Modern anti-heroes. Criminals with heart. This movie, like its predecessor, makes it easy to make peace with the fact that Ocean's Eleven, and now Twelve, is basically a tight-knit group of thieves. Only mean people or faceless institutions get stolen from, the two leads are romantically honorable men smitten with one woman each (it's interesting to note that when introducing the nefarious Night Fox the sequence depicts him wining and dining a new woman every night.), and these guys are stinkin' funny.

For Danny Ocean and his mates, a heist is about a match of wits, about the thrill of the challenge, not about greed. That still doesn't negate the eighth commandment—thou shalt not steal. But it's the sense of adventure and camaraderie that's infectious here, not the desire to go knock over a museum.

Talk About It

Discussion starters
  1. Danny Ocean has tried to go straight, but can't shake his love for stealing. It's what comes naturally to him and he's good at it. What would you say to him about his penchant to steal?
  2. The film makes the life of a criminal, and the criminals themselves, look quite attractive. Do you think it's ethical to make heroes out of thieves? Why or why not?
  3. Given what you know about Isabel's family after having seen the movie, why do you think she went into crime fighting? And why do you think she was attracted to Rusty?
  4. When Benedict demands his money back, the Ocean's Eleven crew seems pretty quick to agree it needs to pay up. Do you think this stems from a sense of "honor among thieves?" In what ways, if any, do they, collectively and individually, demonstrate a sense of honor or of "doing the right thing?"
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The Family Corner

For parents to consider

Sexual innuendo is minimal. Zeta-Jones is pictured lying in bed, in a nightgown, under the covers. Pitt gives her a kiss, but never actually gets in bed with her. Language is the primary concern in this film. That, and the fact the heroes are thieves.

What Other Critics Are Saying

Ocean's Twelve opened to enormous success, picking moviegoer pockets to the tune of $39.2 million in its first weekend, largely due to the popularity of its predecessor, Ocean's Eleven, and to the fame of its all-star cast, including George Clooney, Brad Pitt, Matt Damon, Julia Roberts, Catherine Zeta-Jones, Don Cheadle, and a few superstars making surprise appearances.

This latest in a year full of heist movies provides amusing entertainment in the form of confident performances, poker-faced punchlines, elaborately choreographed robberies, stylish cinematography, and a good deal of Hollywood in-joking.

Christian viewers are responding to the sequel with the same differences of opinion that they demonstrated for Ocean's Eleven. To those who took the film seriously, it was an offensive glorification of thievery, ego, and greed. To those who accepted it as tongue-in-cheek goofing from a bunch of Hollywood jokers, it provided decent escapist entertainment.

Heist movies are a genre that is popular partly because audiences love to solve a puzzle, and each heist movies poses its characters an interesting challenge—how to crack a safe, how to remove items from high-security locations, how to outwit the guards. It's the excitement of breaking codes, of executing clever maneuvers, of sleight-of-hand. Unfortunately, this movie's heist becomes so convoluted, so overpopulated, that it's easy to become disoriented and even totally lost.

But Soderbergh is smart enough to wink at the audience over the hedonism, recklessness, and greed of his characters, so much so that at one point one of the more conscientious crooks expresses dismay that his colleagues would ever consider robbing a disabled person. The actors have excellent chemistry, bringing to life characters that are brilliant at burglary and foolish in life. There's far too little of Bernie Mac, but Brad Pitt, Catherine Zeta-Jones, and Matt Damon all seem as worthy of top billing as Clooney, whose role is considerably reduced here. A de-glamorized Julia Roberts gets caught up in one of the most inspired and zany sequences of the year, where she's asked to impersonate a famous actress. French superstar Vincent Cassel is a fine addition to the mix; he gets to show off some acrobatic moves in a memorable security-busting scene.

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But if viewed naively by those who will be attracted to the attitudes, values, and lifestyles of the characters, the film could be misleading. The cocky, ego-driven "heroes" seem to live for the thrill of their criminal activity far more than for any kind of prize.

Lisa Ann Cockrel (Christianity Today Movies) raves, "What we need is a good story full of characters we love, characters we hate, intrigue, and witty dialogue. Ocean's Twelve has all these things in spades. To cite standout performances in Ocean's Twelve would basically be to read the cast list. It looks like everyone had a lot of fun making this movie, which I hope was indeed the case—because I'm already eagerly awaiting Ocean's Thirteen."

Michael Elliott (Movie Parables) disagrees, calling it "an over-padded, sleep-inducing bore … a sinking ship of a sequel. The script … is cumbersome and complicated. The set-up takes too long to establish and the payoff is incomplete and unsatisfying. Of the cast, Matt Damon and Vincent Cassel seem to be the only ones working at portraying a character. The rest seem content to ride the celebrity train and collect their high dollar paycheck for simply walking in front of the camera."

Annabelle Robertson (Crosswalk) says, "The plot takes a long time to get rolling. [The] conclusion is not only improbable, but falls outside the parameters of 'fair game' for heist movies.Instead of letting the audience in on the twist, allowing them to look back and see what they overlooked in an 'aha!' moment, it makes us feel cheated." She also criticizes the character development, but counts "more than a few laughs.At least it's a film that doesn't take itself too seriously."

Tom Neven (Plugged In) says, "It contains so many leaps of logic and improbable plot developments (not to mention several unanswered questions) that by the end you're left shaking your head in confusion. (If you're still awake.) In the end the crooks get away [with] their crime." He goes on to elaborate on details of the film's conclusion, which lead to "a real crime of a moral."

Brett Willis (Christian Spotlight) says, "For most people, it will be a lighter, more enjoyable outing than the original. But for the minority who can't distinguish between drama and real life, it could be even more damaging. The acting is uniformly good, even though the plot is ridiculous and full of holes. But the film is just plain missing something."

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Mainstream critics can't decide whether to applaud this posse of movie stars or arrest them.

Denny Wayman and Hal Conklin (Cinema in Focus) judge that the film is "a shallowly entertaining, lesser version of the first film. But where it truly fails is in its ability to help us understand our greed and propensity to harm others because of it. Until we master this, we have only the potential to be "master thieves" and not master the art of living moral, healthy lives."

Josh Hurst (Reveal) says, "Soderbergh has lost the gracefulness that made the first movie work so well. Where Eleven felt entirely effortless, slick, even improvisational at times, Twelve feels like it's trying too hard to be clever, and, consequently, it's not nearly as much fun."

Ocean's Twelve
Our Rating
3½ Stars - Good
Average Rating
(not rated yet)ADD YOURSHelp
Mpaa Rating
PG-13 (for language)
Directed By
Steven Soderbergh
Run Time
2 hours 5 minutes
George Clooney, Brad Pitt, Julia Roberts
Theatre Release
December 10, 2004 by Warner Bros.
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