Ocean's Thirteen

Ocean's Thirteen
Theatrical release poster
Directed by	Steven Soderbergh
Written by	Brian Koppelman David Levien
Based on	Characters by George Clayton Johnson Jack Golden Russell
Produced by	Jerry Weintraub
Starring	George Clooney Brad Pitt Matt Damon Andy García Don Cheadle Bernie Mac Ellen Barkin Al Pacino Casey Affleck Scott Caan Eddie Jemison Qin Shaobo Carl Reiner Elliott Gould
Cinematography	Peter Andrews
Edited by	Stephen Mirrione
Music by	David Holmes
Production companies	Village Roadshow Pictures Jerry Weintraub Productions Section Eight Productions
Distributed by	Warner Bros. Pictures
Release dates	May 24, 2007 (2007-05-24) (Cannes) June 8, 2007 (2007-06-08) (United States)
Running time	122 minutes
Country	United States
Language	English
Budget	$85 million
Box office	$311.7 million

Ocean's Thirteen is a 2007 heist comedy film directed by Steven Soderbergh and written by Brian Koppelman and David Levien. It is the third in the Ocean's film trilogy and a sequel to Ocean's Twelve (2004). The film features an ensemble cast including George Clooney, Brad Pitt, Matt Damon, Andy García, Don Cheadle, Bernie Mac, Ellen Barkin, Al Pacino, Casey Affleck, Scott Caan, Eddie Jemison, Qin Shaobo, Carl Reiner, and Elliott Gould. Its plot centers on Danny Ocean and his team as they seek revenge against ruthless casino owner Willy Bank after he double-crosses one of their own.

The film was screened out of competition at the 2007 Cannes Film Festival on May 24 and was released theatrically in the United States on June 8, 2007, by Warner Bros. Pictures. It received generally positive reviews from critics, who praised its return to form after Ocean's Twelve, highlighting the performances and tighter plot. The film was a commercial success, grossing $311.7 million worldwide against an estimated production budget of $85 million.

Plot

Reuben Tishkoff partners with casino mogul Willy Bank to build a new hotel-casino on the Las Vegas Strip. Despite warnings from his longtime friend Danny Ocean, Reuben is coerced into signing away his ownership stake and suffers a heart attack shortly after. When Bank refuses to make amends, Ocean reunites his crew to sabotage the grand opening of Bank's new property, aptly named "The Bank," as an act of revenge.

The team devises a two-pronged strategy. First, they aim to prevent the hotel from earning the prestigious Five Diamond Award, which Bank's previous establishments have consistently received. Saul Bloom impersonates the anonymous reviewer, while the real evaluator is subjected to poor treatment. Second, they plan to rig the casino's gaming systems to produce significant payouts, forcing Bank to fail his financial targets. If the casino fails to generate $500 million in its first quarter, Bank risks losing ownership to his board.

To circumvent the Greco, an advanced biometric security system designed to detect fraud, the team gifts Bank a custom cell phone embedded with a magnetron to disable the system. Additionally, they acquire a tunnel-boring machine once used to construct the Channel Tunnel, intending to simulate an earthquake and prompt an evacuation that allows players to leave with their winnings.

When the drill malfunctions, the team turns to their former adversary Terry Benedict for funding. Motivated by his disdain for Bank, Benedict agrees—on the condition that they also steal Bank's diamond collection, awarded for his Five Diamond wins. Linus Caldwell is assigned to seduce Bank's assistant, Abigail Sponder, to access the vault where the jewels are stored. Unbeknownst to Ocean's crew, Benedict hires master thief François "The Night Fox" Toulour to intercept the diamonds.

On opening night, the plan is set in motion. FBI agents on Ocean's payroll "arrest" Livingston Dell to replace the shuffling machines with rigged ones. Linus, posing as a diamond courier, is also arrested by an FBI agent—revealed to be his father, Robert Caldwell—who extracts him and the decoy jewels. Toulour intercepts the switch but discovers too late that the diamonds were never in Linus's possession. Linus and his father escape via helicopter, piloted by Basher, who extracts the diamond case from the rooftop.

The earthquake simulation forces a casino evacuation, with players exiting the premises carrying millions in rigged winnings. Ocean confronts Bank and reveals the scheme was done in retaliation for Reuben's betrayal. He warns Bank against retaliation, citing the influence and loyalty of his industry peers. Legal recourse is also off the table due to Bank's own illicit operations.

With their shares, the crew purchases land for Reuben to develop a new casino. Ocean donates Benedict's $72 million cut to charity in his name, forcing Benedict into public acknowledgment on The Oprah Winfrey Show. At the airport, as the crew prepares to part ways, Rusty gives his last coin to the real Five Diamond reviewer. Unaware the slot machine is rigged, the reviewer wins $11 million, celebrating as Rusty walks away, smiling.

Cast

The Thirteen

• George Clooney as Danny Ocean, an ex-con that comes up with a new heist involving The Bank.
• Brad Pitt as Rusty Ryan
• Matt Damon as Linus Caldwell
• Andy García as Terry Benedict
• Don Cheadle as Basher Tarr
• Bernie Mac as Frank Catton
• Eddie Izzard as Roman Nagel, a master thief and friend of Rusty who is brought in as a consultant.
• Casey Affleck as Virgil Malloy
• Scott Caan as Turk Malloy
• Carl Reiner as Saul Bloom
• Eddie Jemison as Livingston Dell
• Qin Shaobo as "The Amazing" Yen
• Elliott Gould as Reuben Tishkoff, Danny's friend who plans to make a new casino until he gets swindled by Willy.

Others

• Al Pacino as Willy Bank, a casino mogul who swindles Reuben of his money to further his hotel called The Bank.
• Ellen Barkin as Abigail Sponder, Willy's personal assistant.
• Vincent Cassel as François Toulour / The Night Fox, a master thief whom Benedict hires to beat Danny to Bank's diamonds.
• Bob Einstein as Bobby Caldwell, a legendary con artist and the father of Linus who was mentioned in the first two movies, and who poses as an FBI agent.
• Olga Sosnovska as Debbie, the concierge at The Bank.
• David Paymer as the "V.U.P.", a Five Diamond reviewer who falls victim to the shenanigans of Danny's group.
• Angel Oquendo as Guard Ortega
• Julian Sands as Greco Montgomery
• Jerry Weintraub as Denny Shields

Production

Development

In January 2006, reports emerged that producers were in discussions to set and film most of Ocean's Thirteen at the Wynn Las Vegas. George Clooney had previously expressed interest in shooting the film at his planned Las Ramblas Resort in Las Vegas, but the project was not expected to be completed in time for production. By March 2006, it was announced that a large portion of the film would instead be shot on a fabricated casino set constructed across five sound stages at Warner Bros. Studios in Burbank, California. Principal photography was scheduled to begin in Las Vegas and Los Angeles in July 2006.

Casting

Al Pacino joined the ensemble cast in April 2006, portraying the film's primary antagonist, Willy Bank. Julia Roberts and Catherine Zeta-Jones, who played Tess Ocean and Isabel Lahiri in the previous installments, did not return for the sequel. According to reports, both actresses declined to participate due to the limited nature of their roles in the new script, which the filmmakers opted not to expand. Their absence is briefly addressed in the film, with Danny Ocean noting that the heist "is not their fight." Topher Grace, who made cameo appearances in the first two films as a satirical version of himself, was also unable to return due to reshoots for Spider-Man 3 (2007). Grace later revealed that his intended scene would have involved a cryptic conversation with Rusty while holding an Asian baby, with no explanation given for the child's presence.

Filming

Location scouting began in mid-July 2006, with the Bellagio—previously featured in Ocean's Eleven (2001)—confirmed as one of the film's settings. Filming commenced on August 7, 2006, in Las Vegas, with scenes shot at McCarran International Airport and a nearby heliport. The following day, production moved to the under-construction Palazzo resort. Las Vegas filming wrapped on August 9 after key scenes involving George Clooney, Brad Pitt, Matt Damon, and Andy García were completed at an office behind the Bellagio. A return shoot was planned for September 2006, including additional scenes at the Bellagio.

Producer Jerry Weintraub and Clooney considered hosting the film's world premiere in Las Vegas to reflect the setting's central role in the trilogy.

Music

Main article: Ocean's Thirteen (soundtrack)

Reception

Box office

Ocean's Thirteen opened in the United States and Canada on June 8, 2007, debuting at number one at the box office. Despite opening in 250 more theaters than its predecessor, Ocean's Twelve (2004), the film earned $36 million during its opening weekend, slightly below the $39 million debut of the previous installment. It went on to gross $117.1 million domestically and $194.6 million internationally, for a worldwide total of $311.7 million. While its performance fell short of the $450.7 million global gross of Ocean's Eleven (2001), the film was still considered a commercial success and outperformed Ocean's Twelve internationally.

Critical response

On Rotten Tomatoes, Ocean's Thirteen holds an approval rating of 70% based on 201 reviews, with an average rating of 6.4/10. The site's critical consensus reads: "Ocean's Thirteen reverts to the formula of the first installment, and the result is another slick and entertaining heist film." On Metacritic, the film has a weighted average score of 62 out of 100, based on 37 reviews, indicating "generally favorable reviews". Audiences polled by CinemaScore awarded the film an average grade of "B+" on an A+ to F scale.

David Edelstein of New York praised Steven Soderbergh's style, writing, "As the plotting gets knottier, [Soderbergh]'s technique gets more fluid—the editing jazzier, the colors more luscious, the whip-pans more whizbang. It's all anchored by George Clooney, looking impudent, roguish, almost laughably handsome." Manohla Dargis of The New York Times commented that Soderbergh "has learned to go against the grain while also going with the flow," adding that he "proves that in spades by using color like Kandinsky and hanging a funny mustache on Mr. Clooney's luscious mug."

In a more mixed assessment, Roger Ebert of the Chicago Sun-Times gave the film two-and-a-half stars out of four, writing, "Ocean's Thirteen proceeds with insouciant dialogue, studied casualness, and a lotta stuff happening, none of which I cared much about because the movie doesn't pause to develop the characters." Peter Bradshaw of The Guardian was more critical, noting, "There is no human motivation and no romance... the scenes could be reshuffled and shown in any order and it would amount to the same thing."

Accolades

Award	Date of the ceremony	Category	Recipients	Result	Ref.
Teen Choice Awards	26 August 2007	Choice Movie – Comedy	Ocean's Thirteen	Nominated
		Choice Movie Villain	Al Pacino	Nominated
		Choice Movie Chemistry	Casey Affleck, Scott Caan, Don Cheadle, George Clooney, Matt Damon, Andy García, Elliott Gould, Eddie Izzard, Eddie Jemison, Bernie Mac, Brad Pitt, Qin Shaobo, and Carl Reiner	Nominated
People's Choice Awards	8 January 2008	Favorite On Screen Match-Up	George Clooney and Brad Pitt	Won
Costume Designers Guild	19 February 2008	Excellence in Contemporary Film	Louise Frogley	Nominated
BET Awards	24 June 2008	Best Actor	Don Cheadle (also for Talk to Me)	Nominated

Home media

Ocean's Thirteen was released on DVD and Blu-ray in Region 1 on November 13, 2007. A 4K Ultra HD Blu-ray edition, including a limited SteelBook release, was subsequently made available on April 30, 2024.

Future

Potential sequel

Following the release of Ocean's Thirteen, discussions regarding a potential sequel continued for several years. However, the project was put on hold after the death of cast member Bernie Mac in 2008. In June 2021, Don Cheadle stated in an interview that director Steven Soderbergh had been developing a concept for a new installment in the Ocean's franchise. The following month, Matt Damon expressed interest in reprising his role, noting that any future sequel would ultimately depend on Soderbergh's involvement and vision for the project.

Spin-off

Main article: Ocean's 8

Ocean's 8, a spin-off of the Ocean's trilogy, was directed by Gary Ross and released theatrically on June 8, 2018. The film stars Sandra Bullock as Debbie Ocean, the sister of Danny Ocean, who assembles an all-female crew to execute a high-stakes heist during the annual Met Gala in New York City. The ensemble cast includes Cate Blanchett, Helena Bonham Carter, Anne Hathaway, Rihanna, Mindy Kaling, Sarah Paulson, and Nora "Awkwafina" Lum.

See also

• List of films set in Las Vegas

External links

• Ocean's Thirteen at IMDb
• Ocean's Thirteen at Box Office Mojo
• Ocean's Thirteen at Rotten Tomatoes