"...the main purpose of criticism...is not to make its readers agree, nice as that is, but to make them, by whatever orthodox or unorthodox method, think." - John Simon

"The great enemy of clear language is insincerity." - George Orwell

Friday, March 4, 2011

Ocean's Eleven (2001)

“Ocean’s Eleven was my opportunity to make a movie that has no desire except to give you pleasure, where you surrender without embarrassment or regret.” – Steven Soderbergh

Fresh from the one-two success of Erin Brockovich (2000) and Traffic (2000), Steven Soderbergh made a conscious decision to shift gears and make a purely entertaining film for a major studio. He managed to convince movie stars George Clooney (whom he had already worked with on Out of Sight) and Brad Pitt to take major cuts in their multi-million dollar salaries and headline a remake of the Rat Pack heist film Ocean’s Eleven (1960). With Clooney and Pitt on board, Soderbergh was then able to get an impressive cast including the likes of Matt Damon and Julia Roberts (both of whom also agreed to take pay cuts) and avoid having his film come across as nothing more than a vanity project for a bunch of smug movie stars. On the contrary, Ocean’s Eleven (2001) is a slick heist film in the tradition of The Sting (1973) in the sense that you know the outcome (the good guys win) but the fun is in how they get there as Soderbergh utilizes every stylish technique that he has available at his disposal.

Daniel Ocean (George Clooney) has just been released from prison and is eager to return to his high-end criminal enterprises. He sets his sights on Las Vegas with plans to rob three prestigious casinos: the MGM Grand, the Mirage, and the Bellagio, all of which keep their considerable sums of money in an ultra-secure hi-tech vault controlled by Terry Benedict (Andy Garcia) who, incidentally, is currently dating Danny’s ex-wife Tess (Julia Roberts). It’s not going to be easy and so, with the help of his good friend and ace fixer Rusty Ryan (Brad Pitt), they recruit nine experts to help them pull off a near-impossible heist. In addition to the heist, which serves as the main plot, Ted Griffin’s screenplay expertly weaves in a subplot involving Danny attempt to reconnect with Tess.

This film oozes cool right from the opening credits that play over a fantastic shot of the Atlantic City skyline at night accompanied by funky trip-hop type music by Northern Irish disc jockey David Holmes. We meet Rusty wasting his time teaching young movie stars (Holly Marie Combs and Topher Grace among others making fun of themselves) to play cards. We meet him in Hollywood with a cool groove playing over his establishing shot. This sequence is a bit of meta fun as we see Pitt, one of the biggest movie stars on the planet, teaching other movie stars playing a parody of themselves being totally clueless at playing poker only to eventually be hustled by a bemused Danny. Soderbergh even slides in a few sly inside jokes, like Danny asking Topher Grace if it’s hard to make the transition from television to film, which, of course, is exactly what Clooney did. Or, how Grace gets mobbed by autograph hounds while Clooney and Pitt are completely ignored.

One of the best sequences in the film is when Danny and Rusty recruit their crew. The scene where they convince Reuben Tishkoff (Elliott Gould) to bankroll their operation is a wonderful example of how expositional dialogue being delivered in the right way by the right actor can be entertaining and informative as Elliott Gould does a fantastic job of warning Danny and Rusty of just how dangerous Benedict is. From there, each character that Danny and Rusty approach is given their own introduction that briefly and succinctly highlights their unique skill and distinctive personality traits. Linus Caldwell (Matt Damon) is an up-and-coming pickpocket with uncanny dexterity. There’s the Malloy brothers, Virgil (Casey Affleck) and Turk (Scott Caan), two drivers by trade with one of them having an affinity for remote controlled devices and a perchance for bickering and irritating each other, which provides a good source of humor. Livingston Dell (Eddie Jemison) is an electronics expert in the area of surveillance. Basher Tarr (Don Cheadle) is a demolitions expert with Don Cheadle sporting an obviously exaggerated Cockney accent. Yen (Shaobo Qin) is a diminutive top-of-the-line acrobat that can get in and out of any tight space. Finally, there is Saul Bloom (Carl Reiner), a retired flimflam man coaxed back into action by Rusty. Each actor is given at least one scene, often more, to come front and center and do their thing and this is done in a way that doesn’t distract you from the story at hand, which is quite an accomplishment with such a large cast.

David Holmes expertly mixes jazz, funk, soul and hip hop in a way that evokes groovy trip hop or acid jazz but in a retro way that evokes Quincy Jones circa the 1970’s. The often-fat bass lines give certain musical cues a confident swagger. There is also plenty of Hammond organ and vibraphone looped to give a lounge-y kind of vibe at times. Later on in the film, Holmes brings in strings and brass to accentuate the romantic subplot between Danny and Tess. Holmes also incorporates songs, like Elvis Presley’s “A Little Less Conversation” to fantastic effect. This came out of watching the original Ocean’s Eleven as Holmes explained in an interview, "Then I tried to think of ways to identify with what was going on - with it being a contemporary film, how to be original, but set within the heart of Las Vegas. Which is where the Elvis song 'A Little Less Conversation' came about, because obviously Elvis had a really strong affiliation with Las Vegas, and that track has a very contemporary feel."

Steven Soderbergh read Ted Griffin’s screenplay in an afternoon in January 2000. The next day he called producer Jerry Weintraub and told him he wanted to direct the film. What he liked about the script was that it didn’t evoke the original 1960 version but “had this one foot back in the heyday of the studio star-driven movie, like Howard Hawks or George Cukor.” Soderbergh had always been drawn to heist films because, “the conflicts are so clear and dramatic. This seemed to be everything that you want a big Hollywood film to be, on the script level.” He had just made two dramas – Erin Brockovich and Traffic – and wanted to make a fun movie. To prepare for shooting Ocean’s Eleven, he watched Ghostbusters (1984) because he was impressed at “that sort of physical scale [that] feels so tossed-off, with such understated performances and obvious generosity among all the performers.” He also studied films by David Fincher, Steven Spielberg and John McTiernan because they knew how to “orchestrate physical action the way I like to see it.” He looked at how these filmmakers used lens length and height, camera movement and editing, as well as, “how they used their extras, how they structured movements within shots that carried you to the next movement and the next.”

Soderbergh got George Clooney involved and half-jokingly told him, “let’s make it an Irwin Allen movie, where they used to have 10 stars.” Originally, the director considered casting Luke and Owen Wilson, Bruce Willis, and Ralph Fiennes as the villain. Once Clooney was on board, they got the rest of the cast to commit at radically reduced rates, starting with Brad Pitt. However, during filming, the cast stayed in their own 7,000-square-foot villas at the Bellagio. Before shooting, Soderbergh told his cast, “Show up ready to work. If you think you’re just going to walk through this, you’re mistaken. If anybody gets smug, we’re dead.” Soderbergh wanted to shoot in the Bellagio, the MGM Grand and the Mirage – an impossible feat for more mere mortals; however, Weintraub had the connections and the clout to make it happen. The production was allowed to shoot on the floor of the casinos during the day, which nobody is given access to and the casino bosses even shut down entire pits for Soderbergh to shoot in. This allowed the director to design shots that were complicated and large in scale.

Soderbergh wanted the lighting for Ocean’s Eleven to be based in reality and to look like it wasn’t lit at all – not a problem in Las Vegas, a place overloaded with every kind of light imaginable. At times, Soderbergh would add some color to enhance the mood for dramatic purposes in order to put the audience inside the world of the film. He also realized that the locations played a large part in the plot and was interested in showing as much of the environment as possible. One challenge Soderbergh faced was the logistics of filming big dialogue scenes with Danny and his crew in a visually interested way. He had a lot of people in confined spaces and didn’t want these scenes to be boring. So, he attempted to frame shots that clearly established where everyone was while also giving them enough depth and geometry to make the characters interesting to look at.

Ocean’s Eleven received mostly positive reviews from critics clearly charmed by what the film had to offer. Roger Ebert gave it three out of four stars and wrote, “The movie excels in its delivery of dialogue. The screenplay by Ted Griffin is elegantly epigrammatic, with dialogue that sounds like a cross between Noel Coward and a 1940s noir thriller.” The New York Times’ Elvis Mitchell wrote, “Mr. Soderbergh does some of his best work in Ocean's Eleven, working with a ticking suavity he tried to bring to lesser movies like The Underneath. He has a breathtaking amount of technique at his fingertips, aided immensely by the popping freshness of the score by David Holmes, who he worked with successfully on Out of Sight. Mr. Holmes scales his rhythms to the picture's pace, giving the movie a heartbeat.” New York magazine’s Peter Rainer wrote, “Some of its members, such as Clooney and Roberts, epitomize the kind of old Hollywood glamour that would have fit right into the Bogart-Bacall forties. Their attractiveness carries a flagrant sense of sexual entitlement; they know they're sizzling, and they find this knowledge not only exhilarating but funny (and they're sexier for finding it so).” Entertainment Weekly gave the film an “A” rating and Owen Gleiberman wrote, “It wouldn't be wrong to call Ocean's Eleven a trifle, but it's a debonair trifle made with high-wire effrontery, the kind that can't be faked. This giddy and glancing charade is one of the most sheerly pleasurable movies to come out this year, and it cements Soderbergh's status as the reigning artist-entertainer at work in Hollywood today.” Even the Village Voice’s J. Hoberman had nice things to say: “The movie is slick and studiously cool—with plenty of visual flourishes but not too much soul.” However, USA Today only gave the film two-and-a-half stars out of four and Mike Clark wrote, “Despite dashes of droll dialogue from screenwriter Ted Griffin, the remake aims for cool but instead gets chilly. It's not a stretch to call it surprisingly glum.”

In a nice touch, Ocean’s Eleven never waxes nostalgic about the original film but instead is wistful about Las Vegas as it was in the 1960’s when the casinos were still run by the Mob and had yet to be corporatized and Disney-fied. This is reinforced in one of the motivations Danny has of robbing Benedict. It’s not just that he’s dating his ex-wife but Benedict also recently demolished one of the last old school casinos left in Vegas. Unlike Benedict, Danny respects the past and recruits Reuben and Saul, veteran con artists whose heyday was the ‘60s. It’s great to see Soderbergh giving actors like Gould and Reiner screen-time in a major studio film. These guys don’t work nearly enough and their performances in Ocean’s Eleven are a potent reminder of how good they can be if given the right material and the opportunity. Entrusted with only his second major studio film with an A-list budget, Soderbergh effortlessly orchestrates a fun, engaging popcorn movie like an old pro that has been doing this for their entire career.

Next week: Ocean's Twelve


  1. Nah, it totally IS a vanity project for smug movie stars - and that's exactly what makes it so enjoyable. It's a hangout movie for big stars, the kind of movie that Hollywood used to churn out on a weekly basis in its heyday and that never gets made anymore. It's a total throwback: just get a bunch of movie stars together, let them relax and be witty in front of the camera, and make it with style and verve stuffed into every corner. This has been on TV a lot lately, and it's the kind of movie that's fun to settle into for a few scenes, to pick up at any random spot and just enjoy the laidback vibe of high-wattage stars pinging off one another in interesting ways. Clooney, Pitt and Roberts were perfect choices because they're the closest we have these days to the kinds of movie stars that Hollywood doesn't really make anymore - in the tradition of Cary Grant, Bogie, Grace Kelly, etc. In other words, the movie stars who are almost always themselves on screen, whose movie star aura is projected through their every role. Soderbergh made that aspect even more explicit in Ocean's 12, with its very self-aware Julia Roberts meta gag. A lot of people didn't like that bit, I know, thinking that it shattered the reality of the movie, but that's missing the point: the same idea is present, if submerged, in this first film.

  2. Great post. I really enjoy the back story. Just thinking of the logistics of actually filming in Vegas with that kind of cast had to have been difficult beyond belief. It certainly accomplishes the goal of being a "fun" movie. It's nice that that fact doesn't mean there were shortcuts in the work involved, as it's a quality film as well. Once in a while it's nice to watch people who appear to be enjoying their work.

  3. Excellent review and spotlight on another film (like TOMBSTONE and THE UNTOUCHABLES) that hits on all cylinders, and is simply enjoyable as hell. On its first run, I took my wife to dinner and this on New Year's Eve. She doesn't like going out to movie theaters, but even she admitted to having a great time with this. As usual, you provide some great details about its production. Looking forward to OCEAN'S 12 & 13, J.D.! Thanks.

  4. Ed Howard:

    You make some very good points! And yeah, it is a vanity project, I guess that the smugness doesn't bother me so much because it is such a well-made film so you're not really paying attention to it because the fun the actors are having is translated to the audience. Or, something like that.

    "This has been on TV a lot lately, and it's the kind of movie that's fun to settle into for a few scenes, to pick up at any random spot and just enjoy the laidback vibe of high-wattage stars pinging off one another in interesting ways."

    Well said! And I'm glad you mentioned the meta aspect of OCEAN'S 12, which I touch on a bit in my upcoming review. That film really got roasted by the critics and even Soderbergh and Clooney have kinda dismissed it but I think there is a lot to enjoy in that film.

    Thank you so much for your perceptive comments. You've got me thinking about these films in a new way.


    Yeah, the logistics for making this film must've been insane. Fortunately, Jerry Weintraub opened a lot of doors for Soderbergh and co. Glad to see that you're also a fan of this highly enjoyable film.


    Thanks for the kind words, my friend. I'm a big fan of Soderbergh's work and you can just see him having a blast with this film, getting the opportunity to crank up the style and just cut loose. A fun film indeed.

  5. Hi, J.D. Great write-up on an unashamedly entertaining popcorn movie. Ed Howard's comment is eloquent and unerringly accurate. It is "the laidback vibe of high-wattage stars pinging off one another in interesting ways" that makes 'Ocean's Eleven' effortless watchable.

    On a completely unrelated note: Jenny Agutter on the new banner - I approve heartily!

    And on yet another unrelated note, your guest article is now online at Agitation; thanks again for the contribution!


  6. JD.

    This is actually me second go at writing a comment after my computer decided to give me a COOKIE problem. Don't you hate that?

    Anyway, as always, an outstanding, insightful, write-up on a film I've had no interest in seeing.

    Perhaps I should get past my biases.

    I know Soderbergh is an immense talent. I know all of these stars are talented and I don't discount their talents. I think you and even the comments above really reflect how the film captures the kind of BIG STAR vibe of the by gone days of the Irwin Allen pictures and even more Hollywood star type films you discuss.

    Unfortunately I just can't get passed Clooney, Pitt, Roberts and Damon. They drive me insane with their cute grimaces and winks and nods etc.

    I liked Three Kings, Titan A. E. and Thelma & Louise- would that count? : ) Seriosuly, I should give the Ocean's series a chance and get past my built-in dislike for these actors given all of the praise and positives the film has received.

    But you must have an actor or two that send you running away from a film. Sadly, Soderbergh put them all in one picture for me and made it easy.

    Excellent write-up as always J.D. Take care, SFF

  7. Neil Fulwood:

    Thanks for the kind comments. We are in total agreement re: OCEAN'S 11.

    I figured you'd enjoy the Agutter banner.

    Thanks for posting my article and for the link. Looks good!

    The Sci-Fi Fanatic:

    Yes, I hate when I write a lengthy comment only to have it get zapped. Argh.

    I can certainly understand your biases when it comes the movie star collective of this film. It really is the make or break point for many.

    Knowing how you feel, I wouldn't actively seek out the film but if you are able to catch it on TV or something like that, maybe give it a try.

    And yes, there are certainly actors that I can't tolerate and which turn me off a film if their in it. I think we all have that about someone. Just like there are a few actors (and directors) who I will see in a film regardless just because I like them and they usually make good decisions in picking their films.

    Thanks for stopping by and for the always great comments.