The premise is lifted right out of the 1960 Rat Pack original: Danny Ocean (George Clooney, suave as hell) is released from prison, and plots to steal over $163 million from the vault of a Las Vegas casino during a heavyweight fight. He recruits his old buddy Rusty Ryan (Brad Pitt), and they put together a dream team of crooks, each of whom has a specialty. There's a computer geek, a demolition expert, a con man, a pickpocket, and so on.

And, of course, there's Danny's ex-wife, Tess (Julia Roberts), who's now involved with the manager (Andy Garcia) of the casino Danny intends to rob. So, Danny's not only after money - he wants his girl back as well. But she's having nothing of it, as evidenced by this neat dialogue piece:

Danny: "I've paid my debt to society."

Tess: "Funny, I haven't gotten my check yet."

Dialogue like that is one of the great pleasures of this movie; watching it delivered by the likes of Clooney, Roberts, Pitt and the stellar supporting cast (Matt Damon, Don Cheadle, Carl Reiner, Elliott Gould, et al) is the other.

And, in fairness, it's a good thing that the dialogue and acting is so good, because as a pure caper flick, "Ocean's Eleven" is, to be charitable, a little thin. In the best caper movies ("The Heist" comes to mind), the theft itself is the star of the movie - the intracicies, the backup plans, the intrigue. In "Ocean's Eleven," we're expected to believe that a casino with over $150 million in its vault wouldn't have a backup power generator, or that the vault's security system wouldn't have a motion sensor.

But criticisms like that are akin to nitpicking that red Ferrari 575 because it has a small trunk - the point isn't realism, it's style, and like a Ferrari, "Ocean's Eleven" has it in droves.

Here's the basic plot of the movie. Danny Ocean (George Clooney) is a thief just getting out of jail. He meets up with Rusty (Brad Pitt) and comes up with a scheme to rob the Bellagio casino in Las Vegas. The vault in this casino contains more than $150 million (including money from the MGM Grand and Mirage casinos). The catch is that Danny's ex-wife Tess (Julia Roberts) is dating the owner of all three casinos, Terry (Andy Garcia). So Danny hopes to win her back while robbing her boyfriend. To help him pull off the elaborate heist, he seeks the help of eleven men, all with different expertises. Two are great with explosives or electronics, another is a pickpocket,two are drivers, one is a casino security expert, another is a former casino dealer, another is a acrobat, and two others are professional theives. The men are introduced, and after training the men (some of which have no skill in stealing whatsoever) the robbery comes into action. The plan to rob the casino is so detailed it's a little difficult to keep up with. There are a few surprises, including the fact that they actually call Terry and tell him they are robbing him (don't worry, that doesn't give away anything). I'll let you see the rest when you go see this great movie. Most kids could probably see this. The reason this film was rated PG-13 was mostly language (a certain four-letter word is heard once or twice, and the finger was shown) but also for a little sexual content. Most kids over 11 are probably mature enough to see this.

I don't quite know what category this movie fits into. Drama, I guess, although there is some comedy and romance, and certainly action. I would recomend it to anyone. I have yet to meet someone who didn't like this. It's great entertainment that Hollywood could use more.

THE BEST THING: The twists in the plot that
even fool the audience.

THE WORST THING: Julia Roberts is not on
screen nearly enough, but she does do a good job with the acting, as usual.

I hope you see this movie, and I also hope this movie gets nominated for the Oscars' Picture of the Year. It certainly deserves it.