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  • Writer's pictureRonny Duncan Studios

Ocean's 12 (2004)

Plot Summary: Terry Benedict (Andy Garcia) locates all eleven members of Danny Ocean's (George Clooney) crew, demanding they return the $160 million they stole from his casinos plus $38 million interest. Short by half, the group schemes to stage another heist in Amsterdam to avoid problems with U.S. authorities and pay back Benedict. However, their plans are upended by the “Night Fox,” (Vincent Cassel) another master thief who has set up Ocean's 11 as a game to prove he is the best thief in the world. Meanwhile, Rusty Ryan's (Brad Pitt) ex-girlfriend, Isabel Lahiri (Catherine Zeta-Jones), is circling around the group trying to catch them before they can find their way out of trouble.


  • Steven Soderbergh as Director

  • George Nolfi as Writer

  • George Clooney as Danny Ocean

  • Brad Pitt as Robert "Rusty" Ryan

  • Matt Damon as Linus Caldwell

  • Bernie Mac as Frank Catton

  • Elliott Gould as Reuben Tishkoff

  • Casey Affleck as Virgil Malloy

  • Scott Caan as Turk Malloy

  • Eddie Jemison as Livingston Dell

  • Don Cheadle as Basher Tarr

  • Shaobo Qin as "The Amazing" Yen

  • Carl Reiner as Saul Bloom

  • Julia Roberts as Tess Ocean

  • Catherine Zeta-Jones as Isabel Lahiri

  • Andy García as Terry Benedict

  • Vincent Cassel as Baron François Toulour/The Night Fox

  • Albert Finney as Gaspar LeMarc (uncredited)

  • Eddie Izzard as Roman Nagel

  • Bruce Willis as Himself

  • Cherry Jones as Molly Star/Mrs. Caldwell

  • Robbie Coltrane as Matsui

  • Topher Grace as Himself


  • The film was released in the United States on December 10, 2004, and received generally mixed reviews from critics. It was a financial success, grossing $362 million and becoming the tenth-highest-grossing film of 2004.

Did You Know:

  • The story of this film was taken from "Honor Among Thieves", a screenplay treatment written by George Nolfi that was originally intended to be a John Woo vehicle. When it was decided that Ocean's Eleven (2001) was going to have a sequel, Warner Bros. asked Nolfi to rewrite the script, adjusting it for the Ocean's Eleven characters.

  • The Night Fox's mansion is on the shores of Lake Como in Italy. The name of the city overlooking Lake Como is Bellagio. The city and the lake were the inspiration for the design of the Bellagio casino in Las Vegas, site of the heist in Ocean's Eleven (2001).

  • Vincent Cassel did not need a stuntman for the laser dance. He is an expert in capoeira, a Brazilian dance-like martial art, and performed the entire dance himself. The lasers, however, were added in post.

  • The museum intended to be robbed has the name "Galleria D'Arte di Roma" on the outside, but the building is not actually one of the countless museums in Rome (although some exhibitions are held there), but rather the British School at Rome located in the lands of Villa Borghese.

  • Peter Fonda filmed a cameo as Bobby Caldwell, Linus's father, but it didn't make the final cut.

  • Brad Pitt called Matt Damon to convince him to do the movie. Damon was going to back out of the movie, since his character didn't have a prime role. Plus, he was coming out of filming the Bourne movie. The script was rewritten for Damon. This led to Linus asking Rusty to take on a bigger part on the next con in the airplane. Mark Wahlberg was considered to play Linus if Damon passed.

  • Benedict says repeatedly that he wants Ocean's 11 to pay back what they stole - $160 million - plus interest. It is never stated definitely how much the interest is. But the final check Benedict gets to satisfy the debt is for $198 million, meaning he charged about 24% interest. Given that insurance had already repaid his money, getting robbed was extremely profitable for him.

  • Before filming began, Brad Pitt put out a memo to all crew members stating that they only address George Clooney as his character's name Danny Ocean or Mr. Ocean. Eventually Clooney found out about this and got back at Pitt by putting bumper stickers on the back of his car that read "I'm gay and I vote" and "Small penis on board."

What is this movie is about?/Elevator Pitch: A rival thief to Ocean's 11 conducts some cunning cat and mouse to ultimately face off against one another to prove who are the best thieves in the world.

Best Performance: Brad Pitt (Rusty)/Vincent Cassel (Toulour)

Best Secondary Performance: Catherine Zeta-Jones (Isabel)

Most Charismatic Award: Matt Damon (Linus)/George Clooney (Danny)

Best Scene:

  • Benedict Visits Ocean's 11 Montage

  • How much do we owe?

  • Meeting Matsui

  • Amsterdam Heist Replay

  • Who is the Night Fox?

  • Tess looks like Julia Roberts

  • FBI Agent Star

  • You talked to LeMarc?

Favorite Scene: You talked to LeMarc?/Meeting Matsui

Most Indelible Moment: Benedict Visits Ocean's 11 Montage

In Memorium:

  • Alan Ladd Jr., 84, American film producer (Braveheart, Gone Baby Gone) and studio executive (20th Century Fox), Oscar winner (1996). He advocated for Star Wars and become studio head and gave the green light. He produced Outland (1981), Night Shift (1982), and Police Academy (1984), Oscar-winners Chariots of Fire (1981), The Right Stuff (1983) and Gone Baby Gone (2007). His production company also produced Blade Runner (1982).

  • Ned Eisenberg, 65, American actor (Law & Order: Special Victims Unit, Limitless, Flags of Our Fathers)

  • Sally Kellerman, 84, American actress (M*A*S*H, Back to School, Brewster McCloud)

  • Farrah Forke, 54, American actress and voice actress (Wings, Lois and Clark, Party of Five, Disclosure, Heat, Batman Beyond, and Justice League Unlimited)

Best Lines/Funniest Lines:

Rusty Ryan: It's not in my nature to be mysterious, but I can't talk about it and I can't talk about why.

Reuben Tishkoff: Who's the guy on the $100 bill?

Linus Caldwell: Adams.

Danny Ocean: John Travolta.

Reuben Tishkoff: Yeah, he said every problem is an opportunity in disguise.

Danny Ocean: Do I look 50 to you?

Danny Ocean: Really?

Basher Tarr: Well, I mean, you know, only from the neck up.

The Stanley Rubric:

Legacy: 4

Impact/Significance: 5.75

Novelty: 5.5

Classic-ness: 6.5

Rewatchability: 6.5

Audience Score: 7.25 (85% Google, 60% RT)

Total: 35.5

Remaining Questions:

  • Did Toulour pay all of the $198 million or just the $97 million they needed in order to pay back Benedict?

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