The film opens with the parole from a New Jersey prison of Danny Ocean (George Clooney). No less than 24 hours after his release, the gentlemanly thief is already at work on his next plan: to rob an underground vault that houses the earnings of the MGM Grand, Bellagio and Mirage casinos in Las Vegas. Terry Benedict (Andy Garcia), a rather ruthless entrepreneur, owns these casinos. He also happens to be sleeping with Tess (Julia Roberts), Danny's ex-wife. Is this a coincidence or motive? Only Danny really knows for sure.

One thing that is known for sure is that the heist will not be easy and Ocean will not be able to pull it off alone. With the help of his right-hand man, Rusty Ryan (Brad Pitt), Ocean assembles a team of; you guessed it, eleven professional criminals to carry off the near-impossible plan.

The crew consists of Linus (Matt Damon), an ace pickpocket; British explosives expert Basher (Don Cheadle), a surveillance expert named Livingston (Eddie Jemison), a professional con artist named Saul (Carl Reiner), Frank (Bernie Mac), who can deal cards and still keep a skilled eye on the floor; the Malloy Brothers (Scott Caan and Casey Affleck), who are adept at rigging automobiles; a Chinese acrobat (Shaobo Qin) and Reuben Tishkoff (Elliott Gould), an ex-casino owner who is funding the job.

You might be hard pressed to find characters or story with much depth in Ted Griffin's screenplay. What you will find is a serviceable, straightforward tale that doesn't overstay its welcome and a lot of funny, smart dialogue for Steven Soderbergh and his talented cast to work with. While his directing may not be creatively on par with his previous work (such as his award winning job on Traffic) it is, however, as assured and engaging as always. He wisely does not jazz up this remake with gratuitous violence, profanity and wall-to-wall action. Instead, Soderbergh gives us a cool, easygoing ride that is free of violence and gore, has only the mildest of profanity and gets far more mileage out of characters acting cool than he would a car chase or shootout.

The big draw to Ocean's Eleven isn't the story or the director. It is the cast of big-name stars looking to carry on the legacy of the Rat Pack (whose members included Frank Sinatra and Dean Martin). While I have yet to see the 1960 original, I think it's safe to say that the Chairman of the Board and Dino would approve of this new group. They've got the look; the walk and certainly have the talk to succeed. There isn't a bad performance to be had from anyone here. Everyone works together perfectly, never overshadowing one another. Everyone seems to have had a great time working on Ocean's Eleven. Luckily for us, that sense of fun is very accessible for the viewer.

Ocean's Eleven will not go down in the annals of cinematic history as a work of great art. Chances are pretty good that the film will serve as a mere footnote in Steven Soderbergh's otherwise inexhaustible filmmaking career. Ocean's Eleven does not seem to be interested in cinematic immortality. It is meant to be nothing more than two hours of fun for those who like their entertainment with a touch of class and talent. In that area, it succeeds quite commendably.

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