But then, as detail upon detail is heaped upon the audience and increasingly silly machinations are put in place to ensure the casino-robbery plan works, it all starts to unravel until, burdened by its own only-in-the-movies logic, the film grinds to a halt just when it should be at its most exciting.
At the 80 minute mark, the film, in desperate need of a compelling story to kick-in, is still setting up the details of the heist. No tension has been created, no forward momentum is in place, no characters are established sufficiently to root for. Soderbergh is no doubt hoping the good will audiences have for his characters from the first film is still in place here (sorely tested in Oceans Twelve). And despite taking all this time to create a detailed if rather ludicrous heist plan, it then boils down to relying on coincidence rather than cunning for it all to work.
Clooney and Pitt still have the charisma and chemistry to make some moments enjoyable, but there isn't the zing in their banter that was a highlight of the first film. Other returning cast members - Matt Damon, Bernie Mac, Elliott Gould, Andy Garcia - are all reduced to plot devices rather than given any substance (I know this isn't meant to be a in-depth character piece, but gimme somebody to care about and not just ogle!). Best moments come from Scott Cann and Casey Affleck; most embarrassing from Don Cheadle. And though Al Pacino is suitably villainous as the bad guy, he's also the most interesting and compelling character in the film, making his ultimate downfall (which, lets face it, is no spoiler) a little bittersweet (I would've liked to have seen him slap Danny Ocean up the side of the head, if only to create a little spark in the film).
What is sorely missing is a strong female character. Julia Roberts provided it in #1; Julia and Catherine Zeta-Jones were the best things about #2. In O13, Ellen Barkin is reduced to playing Pacino's 2IC as a blindly-ambitious slut, and its awful. Other female characters are either casino-pit screechers or hookers, underlying the boys-own macho-ness of these films.
It does look great in parts - the set design and CGI work is impeccable - and Soderbergh, holding his own camera under the name 'Peter Andrews', shoots his cast and the locales sumptuously in deep, rich reds and golden tones. But at 122 minutes its a long slog.
With a triumvirate of blah threequels this American summer already clogging multiplexes, Ocean Thirteens only adds weight to the argument that if anything interesting or inspired is going to be done with the characters or plot in a franchise film, its already been done by the time a #3 is churned out.