Danny Ocean (George Clooney), Linus Caldwell (Matt Damon) and Rusty Ryan (Brad Pitt) walking on a city sidewalk
Film review

Ocean's Twelve

2004 · Directed by Steven Soderbergh · 2h 05m · MPA PG-13

In a sentenceTwelve film stars on a European holiday, occasionally interrupted by a heist they have agreed not to show us

Three years after they emptied his Las Vegas vaults, casino owner Terry Benedict (Andy Garcia) tracks down Danny Ocean (George Clooney) and his crew, one front door at a time, and gives them two weeks to return what they took, with interest. Unable to work in America, Danny, his wife Tess (Julia Roberts), Rusty Ryan (Brad Pitt), Linus Caldwell (Matt Damon) and the rest take the job to Europe. There they find Isabel Lahiri (Catherine Zeta-Jones), a Europol detective with a history with Rusty, and François Toulour (Vincent Cassel), a thief who resents being called the second best in the world and means to settle the question. Steven Soderbergh directs from a script by George Nolfi.

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Fi1m review

Soderbergh’s sequel is handsome, loose and pleased with itself. The colour, the cutting and David Holmes’s score do real work; the story has been put in a drawer. Good company for an evening, if you can forgive it for knowing so.

Three years after Las Vegas, Terry Benedict (Andy Garcia) has found every one of the men who robbed him, and he wants his money back, with interest, inside a fortnight. They cannot work in America, so they go to Europe. Waiting there are Isabel Lahiri (Catherine Zeta-Jones), a Europol detective who used to go out with Rusty Ryan (Brad Pitt), and François Toulour (Vincent Cassel), a rival thief who wants it known that he is the better man. Steven Soderbergh has decided a sequel to a heist film should be about the company rather than the job, and George Nolfi’s script puts the job somewhere we cannot see it.

The first twenty minutes are the best. Benedict turns up at each man’s front door, unannounced and courteous, and Garcia plays every visit the same way, which is the joke: a man so sure of his position that he never raises his voice. Stephen Mirrione cuts the visits into a roll-call and David Holmes lays organ, brass and a walking bass under them, so the sequence swings before anyone has done anything. We grinned the whole way through. The film knows how to introduce eleven people; it has forgotten what to do with them afterwards.

Soderbergh shoots the film himself and has pushed every frame through colour. Daylight goes mustard yellow, interiors go the brown of a cigar box, and faces are lit by whatever lamp is on the table. The camera is handheld, it zooms when it feels like it, and Mirrione freezes and splits the frame as the mood takes him. Milena Canonero’s suits fit as if the men had been poured into them, and Philip Messina gives them hotel rooms with tall windows to sulk in. It looks like an expensive holiday photographed by someone who knows what he is doing.

The cast are having a fine time. George Clooney’s Danny has one running gag, about how old he looks, and carries it lightly. Pitt and Matt Damon get the most to do and take it lightly too. Don Cheadle, Casey Affleck, Scott Caan, Bernie Mac and Eddie Jemison are all back on the bill and are given company rather than parts. Zeta-Jones and Pitt have the only exchanges in which anything seems at stake, and the film keeps cutting away from them. Julia Roberts, second on the bill, is held back for a joke in the second half that we will not describe.

The trouble is the plan. In the first film the plan was the film: we were shown the vault, the guards and the timings, and the pleasure was watching it come off. Here the gang plots in rooms we are not admitted to, the camera drifts off to a canal or a terrace, and the second half explains itself in a manner we will not spoil. We were bored for most of the middle hour, and then annoyed to find the boredom had been arranged. Soderbergh is betting that a caper still works if you only hear about it afterwards. It does not. Cassel gets one sequence of real physical showing-off, and it stands out because it is the only time we watch something difficult being done.

Ocean’s Eleven, from 2001, was tight to the minute. This one runs 125 minutes and feels longer, not because it is slow but because there is nothing to keep track of. The 12 certificate is right; nothing here would trouble a child, or hold one. It is a film for people who liked the first one enough to want another evening with the same faces, and the tagline, “Twelve is the new eleven”, is honest about that.

Most critics were harder on it than we are, and the words smug and self-indulgent turn up in nearly every review. We are less offended, mainly because the smugness is well tailored and well scored, and because Garcia and Zeta-Jones keep working when nobody else is. Watch it at home, with a drink, on a night when you do not need a story. You may find in the morning that you enjoyed the evening and cannot remember the film.

Critical consensus AI synthesised

46
Positive
3
Mixed
1
Negative
5

The reviews split sharply, and the spread is wide: a handful of critics enjoy the film as a loose, improvised riff on the caper, while more of them find it smug and undernourished. The praise clusters around the cast, whose ease with one another is credited on both sides of the divide, and around Soderbergh’s handling, the handheld camera, quick zooms and stylistic detours that keep even the sceptics watching. The reservations cluster around the script. Even admirers concede the plot is trivial and the pace slacker than the original’s; detractors go further and call the film lazy, plotless and pleased with itself, with the Julia Roberts sequence and the celebrity cameos singled out as the worst of the in-jokery. The Guardian and Slant Magazine are the harshest, treating it as vacuous rather than merely slight. The gentlest verdicts, from RogerEbert.com and The New York Times, accept the digressions as the point. Most critics do not.

RogerEbert.com
9 December 2004 · ★★★/4 · Roger Ebert
75

The critic praises the film's playful improvisation on caper themes and the charm of its stars, especially Clooney, Pitt, Roberts and Zeta-Jones, over any strict adherence to plot logic.

Read the full review →
The New York Times
10 December 2004 · Manohla Dargis
70*

The review finds the sequel an enjoyable if trivial and self-satisfied caper that prioritizes loopy digressions and star chemistry over narrative coherence, calling it a blast when it works.

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Time Out
4 February 2005 · DA
70*

The sequel lacks the punch, pace and precision of the original but remains high-end entertainment thanks to the charismatic cast, Soderbergh's sharp eye and jovial chit-chat.

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The AV Club
13 December 2004 · Keith Phipps
60*

The review finds that Ocean's Twelve retains a playful sense of style and cool but loses the romantic friction and thematic depth of the first film. It singles out the breezy star charm and French New Wave-inspired narrative tricks as what keeps the film lively despite its shortcomings.

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Radio Times
★★ · John Ferguson
40

The lazy, convoluted plot sees the gang fall into self-indulgent traps similar to the original Rat Pack film; Soderbergh gives it a hip sheen and the cast has chemistry, but the knowing cameos and overall tone feel too smug.

Read the full review →
Screen Daily
8 December 2004
40*

Warner Bros can count on another hit from the star-studded sequel, but Soderbergh has delivered a sloppy, plotless film that neglects storytelling for self-referential smugness and lacks suspense.

Read the full review →

Straight answers AI written, from our review

Is Ocean's Twelve worth watching?
Ocean's Twelve is worth an evening only for people who liked the first film enough to want another two hours with the same faces, and we scored it 58. The colour, the cutting and David Holmes's score do real work, but the heist itself happens in rooms we are not admitted to, and the middle hour drags for it.
How long is Ocean's Twelve, and what is it rated?
Ocean's Twelve runs 2h 05m and is rated PG-13 by the MPA in the US. It is a thriller and crime film.
Where can I watch Ocean's Twelve in the US?
Ocean's Twelve is available to rent from Amazon Prime Video from $5.99. Availability is checked daily; the links above go straight to each service.
How violent or frightening is Ocean's Twelve, and is it suitable for children?
Ocean's Twelve carries a 12 certificate and contains nothing that would trouble a child, or hold one. It is a crime caper about thieves in Europe with no frightening scenes and no violence the review found worth mentioning; the risk for younger viewers is boredom rather than distress, since the film is mostly people talking in handsome rooms.
How does Ocean's Twelve compare to Ocean's Eleven?
Ocean's Twelve is the looser and weaker of the two, and Ocean's Eleven is the one to watch if you want a heist you can follow. The earlier film shows you the vault, the guards and the timings and lets you enjoy the plan coming off; the sequel keeps the plan offscreen and offers the cast's company instead.
Do you need to have seen the other Ocean's films before Ocean's Twelve?
Ocean's Twelve is a direct sequel and assumes you know the first film, since its story begins with the casino owner robbed in Ocean's Eleven coming to collect his money. Newcomers will follow the plot well enough, but the pleasure here is watching familiar faces reunite, so start with the earlier film.
What should I watch after Ocean's Twelve?
After Ocean's Twelve, try Ocean's Eleven (2001, Fi1m 80): The same faces with a plan you can follow; the film this one is coasting on. Then Out of Sight (1998, Fi1m 86): Soderbergh, Clooney and a David Holmes score, with a story attached this time; and Logan Lucky (2017, Fi1m 76): Soderbergh robs a racetrack with a fraction of the money and twice the care.
What order should I watch the Ocean's films in?
Release order is the safe choice for Ocean's, and it is the order our collection page lists them in. Ocean's Twelve is number 2 of the 3 Ocean's titles on Fi1m; before it comes Ocean's Eleven and after it Ocean's Thirteen. The full order.

Part of · 2 of 3

Ocean's

3 films on Fi1m · 2001–2007 · average 67 · best Ocean's Eleven 80

All 3 in order

Cast

If you liked this, try…

  1. Ocean's Eleven (2001, Fi1m 80)The same faces with a plan you can follow; the film this one is coasting on.

  2. Topkapi (1964) · not reviewed yetSunlit Istanbul, a jewelled dagger and a gang who actually rehearse the job.

  3. Out of Sight (1998, Fi1m 86)Soderbergh, Clooney and a David Holmes score, with a story attached this time.

  4. Rififi (1955) · not reviewed yetHalf an hour of a robbery in near silence; the tension this one skips.

  5. Logan Lucky (2017, Fi1m 76)Soderbergh robs a racetrack with a fraction of the money and twice the care.

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