Ocean’s Thirteen is the third installment of Steven Soderbergh’s goldmine franchise.  The usual suspects are back, including George Clooney, Brad Pitt, Matt Damon, Andy Garcia, Bernie Mac, Elliot Gould, Casey Affleck, Don Cheadle……..I could go on and on naming the big stars in this movie.  Notably absent are Julia Roberts and Catherine Zeta-Jones.  Taking over as bad guy number one is Al Pacino.  Pacino is teamed in business with his Sea of Love co-star Ellen Barkin, who has never been sexier. 

     The film goes back to Vegas for the bulk of this installment.  The crew gets back together with news that Reuben (Elliot Gould) is close to death.  Reuben’s failing health is a direct result of a business deal with big time player Willie Bank (Pacino) going awry.  Bank double crosses Reuben, and his friends get together to even the stakes.  Bank is opening a new high-tech casino on the strip, and making sure it doesn’t go as planned is the goal of Danny Ocean’s gang.  Using all of their monetary resources they go to work to hatch a plan to not only lose the casino millions, but to also ruin the reputation of the man in charge.  During the planning stages, the crew runs out of money and decide to call it quits.  In a last ditch effort to keep the plan going, they go to the last person they would want to include in such a caper:  Terry Benedict (Garcia).    The plan: to make sure everyone but Bank wins, and to make sure the casino does not get the praise that Bank so richly craves.

     The film definitely rose above the second installment, concentrating more on the story itself.  The second film seemed to stretch a flimsy storyline into bringing the group together.  Bringing this story back to Las Vegas gave the film the feel of the original:  a high stakes caper in the gambling capital of the world.  Soderbergh does put together a great visual film, and doesn’t waste the prime talent that has been gathered for the movie.  Pitt and Clooney are top stars in the film, but wasting the presence of Damon, Pacino, Barkin, Affleck, etc. would have been a mistake.  Soderbergh makes sure that each character is given his moments, while still pushing his top stars.  The loss of Roberts and Zeta-Jones is almost an afterthought.  The story moves along nicely, and before you realize that they are not in the film, the closing credits are rolling.

     The film is truly driven by the performances of the ancilliary characters in the film.  The Malloy Brothers (Casey Affleck and Scott Caan) are the comic relief of the crew, almost never having a serious scene in any of the films.  One of the highlights of this film is the hilarious story line of the brothers working out of a Mexican factory.  Many of the actors that have appeared in all three films have seen a dramatic rise in their careers since the original film including Matt Damon, Bernie Mac, Don Cheadle, Affleck and Caan.  It almost seems unusual at this point for Matt Damon to be playing such a smaller role, considering his successes with the Jason Bourne series of films.  All egos aside, the cast plays their parts for all they are worth.

     I really enjoyed this film, much more than the second installment.  The second film was trying to attach itself to side stories that seemed a bit far fetched and contrived.  Ocean’s Thirteen got back to basics.  While not as good as the first film, it definitely was an entertaining film to watch.  Sure, it borrows on the original idea of robbing casinos, but the story still packs a good punch.  If you’re looking for a re-invention of the crime caper, you won’t find it here.  If you’re looking for an entertaining take on an old idea, you’ll like this film.