What sells a Vegas casino heist movie is not the compelling plot or awards-baiting performances. It needs flashy lights and gold sequined dresses and a score that sounds like Quincy Jones’ “Soul Bossa Nova.” What counts is style and that is something director Soderbergh has in spades, which made him the perfect fit for the 2001 remake of the 1960 film Ocean’s Eleven.

Today Ocean’s Eleven is thought of as one of those movies with George Clooney and all of his friends, but when it was released 15 years ago that was something new, something that made people want to go out and see it. While it was followed by two sequels, Ocean’s Eleven was the first, so naturally it had to make the biggest splash. Soderbergh delivered a quality piece of entertainment, even if it wasn’t able to amount to much else.

We meet the protagonist, Danny Ocean (George Clooney), as he is being released from prison and asked about what he’s going to do on the outside. It seems obvious, but what a way to start a film, setting up the perfect circular path for the story to follow as it is almost unquestionable that Danny will end up where he started. What’s going to get him back in the clink? A plan to rob the vault of one of the healthiest casinos in Vegas, owned by one of the wealthiest men in the country (Andy Garcia) who also happens to be fooling around with Danny’s ex-wife (Julia Roberts). Who will help Danny back to his cell? Just a ragtag team of criminal misfits played by Brad Pitt, Matt Damon, Don Cheadle, Casey Affleck, et cetera, et cetera.

In Ocean’s Eleven, Soderbergh has a beautiful cast wearing knockout clothes (Danny leaves prison, both times, in a tux with the bowtie undone, as your average thief does) and puts them to use. The cast’s words, written by Ted Griffin, roll off the tongue as easily as their heist seems to go. It’s hard to believe Clooney and Roberts can sell lines like “Does he make you laugh?” “He doesn’t make me cry,” but they can do so because they are in a world where people can say things like that and it feels right. They’re in Sin City and it’s everything you’d want Vegas to be; there are no tourists in Cirque du Soleil shirts lining up for the buffet. Zach Galifianakis and his bachelor party bros aren’t running around wreaking havoc. Soderbergh’s Vegas sparkles and wows and makes you kind of want to blow on some dice and bet against the house.

When you start to unwrap the package, it looks less pretty. Julia Roberts, who played an iconic heroine just a few years earlier in Soderbergh’s Erin Brockovich, here is ultimately a pawn for two men with money to trade around while she furrows her eyebrows and wears phenomenal earrings. Having 11 characters in the gang is a nice excuse to not have to invest too much time forging relationships between the men, and though Clooney and Pitt are great sparring partners, their roles don’t offer much other than quippy lines. In the sequels, women play more of a role in accomplishing the heists and characters are deepened some, but the first film of the trilogy mostly remains a piece of fool’s gold. It’s very enjoyable and exciting to look at until you realize what it ultimately is: a remake of a 1960s film which starred the Clooney and Pitt of the time (Sinatra and Martin), but those 41 years of growth are seen mostly in the advancement of the filmmaking and kept away from the plot.

Ultimately, the film hits all the style marks and keeps the wit light and makes for an evening of swanky entertainment. But like the flaw in the heist plan where Danny forgets to check the batteries on the trigger for the explosive device strapped to the door of the massive casino vault, it doesn’t matter much in the end. The men get their millions and the audience gets two hours of action and romance and glitz and doesn’t give much time to think about what it sacrificed along the way. Like they say, the house always wins.

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