Ocean's Eleven proved to be a very big hit back in 2001, and the prospects of a sequel were inevitable. Of course given the magnitude of the cast, it is somewhat a surprise that Steven Soderbergh was able to get everyone back, and I do mean everyone.

In this slick follow-up, Andy Garcia's Terry Benedict is hoping for a little payback after being ripped-off in the first film, so he sets out to find Danny Ocean (George Clooney) and his team of super-thieves to recoup his losses - with a little interest. Ocean has no choice but to round up the gang and pull-off a new heist so that he might pay back his old nemesis. Of course, as was the case the first time around, there's always more to the story than meet's the eye.

Ocean's Twelve takes much of what worked in the first film (a slick vibe, a cool cast of hipsters, and clever dialogue) and uses it to it's utmost advantage and the end result is fun, but not overwhelming.
Once again, the entire cast appears to be having a blast and the comraderie among the leads is picture perfect. And while this is clearly an ensemble, there does seem to be a little more invested into Rusty (Brad Pitt) than Danny. Of all the returning characters, I was most amused by Matt Damon's Linus Caldwell - his eagerness to play a more important role in the new heist is both funny and endearing. Damon turns it out and offers a surprising amount of heart into his role. There are also new additions to the cast in the form of Rusty's love interest Isabel Lahiri (played by Catherine Zeta-Jones), and "Night Fox," a brilliant rival thief who has a lot riding on Ocean's latest job.

Steven Soderbergh has the daunting task of giving ample screen time to all these characters and as a result, this installment isn't quite as breezy and consistent as the first. Many of the secondary characters are so virtually insignificant, that it might have been better had they been left out entirely (most notably Bernie Mac - a funny guy who isn't given much of chance to show off his chops in this new installment).

I was also somewhat let down by the actual heist in this picture. It lacks the scale and kick of the one in the first film, but then the emphasis in Ocean's Twelve is more on character and dialogue. And in fact, it has been speculated that this project was initially written as an original piece, then adapted to work as an Ocean's Eleven follow-up.

Screenwriter George Nolfi does boost things up with some pretty clever wordplay - offering up little winks to other films (one of my favorite moments involves the description of a scene from Miller's Crossing). Even sequences that seem as if they should be a wild stretch (including one in which Julia Robert's Tess poses as actress JULIA ROBERTS to create a diversion during the climax of the picture) ultimately work because of their playful sense of humor. Yes, Ocean's Twelve has it's moments of zany inventiveness. See, for example, how Yen (Shaobo Qin) travels from one area to the next. It's one of the more hilarious gags in the movie.

Ocean's Twelve also has it's fair share of surprises. It wouldn't be a heist movie if it didn't. What really took me by surprise though, was that the twist I found most effective, turned out to be a dramatic one. I won't go into detail, but I will say that it involves the identity of a certain character in the film (played by a terrific actor who appeared in one of Steven Soderbergh's best films).

I guess you could call Ocean's Twelve Soderbergh light. It's breezy and charming and isn't the provocative fare we quite often see from this truly gifted film maker (see Traffic or the underrated Solaris). By the same token this isn't a silly caper (i.e. National Treasure), nor is it a heist film bogged down by labored double crosses and revelations (i.e. After the Sunset). Ocean's Twelve is well shot, and, at times, cleverly written. Not surprisingly, it leaves the door wide open for Ocean's 12 1/2 or Ocean's baker's dozen - or whatever Soderbergh and the gang choose to call it.