Ocean s Thirteen (also written as Ocean s 13) is a 2007 American heist comedy film directed by Steven Soderbergh. It is the third installment in the Ocean s franchise, the sequel to Ocean s Twelve (2004), and the final film in the Ocean s Trilogy. The entire male cast reprised their roles from the previous installments, with Al Pacino and Ellen Barkin joining the cast, but Julia Roberts and Catherine Zeta-Jones did not return.

Filming began in July 2006 in Las Vegas and Los Angeles, based on a script by Brian Koppelman and David Levien. The film was screened as an Out of Competition presentation at the 2007 Cannes Film Festival, and was released on June 8, 2007 in the United States. The film was well-received and grossed $311 million worldwide.

Plot

Reuben Tishkoff builds a hotel-casino on the Las Vegas Strip; against advice from his friend and erstwhile criminal partner, Danny Ocean, Reuben involves himself with investor and casino mogul Willy Bank, whose thugs strongarm Reuben into signing over his ownership stake. Tishkoff suffers a heart attack and becomes bedridden. Ocean offers Bank a chance to set things right, given his long history in Las Vegas and the fact that he shook Sinatra s hand , but Bank refuses and completes construction of the hotel, renamed The Bank . To avenge Tishkoff, Ocean gathers his partners-in-crime and plans to ruin Bank on the opening night of the hotel.

The crew develops a plan with two objectives:

• Prevent The Bank from winning the prestigious Five Diamond Award, which all of Bank s previous hotels have won. Saul Bloom will stand in as the anonymous Diamond reviewer, while Ocean and his associates treat the real reviewer horribly.
• Rig all of the casino s games to pay out millions in winnings; Bank s casino has to make $500 million in the first quarter in order to stay open, otherwise he would have to cede control of the casino to the gaming board. While they can implement various rigging mechanisms into the casino, Danny and his crew know they would be stopped by The Greco, a state-of-the-art computer system that monitors the gamblers biometric responses and predicts when cheating is happening.

To disrupt the Greco, they plan to use a magnetron disguised as a new cell phone as a gift to Bank. They also obtain the drilling machine used to bore the Channel Tunnel to simulate an earthquake under the casino, ensuring that Bank will implement safety protocols to evacuate the premises. Their plan on opening night is to have Bank inadvertently disrupt Greco by using his new phone, initiate their rigged machines as well as dealers on their payroll, and then simulate the earthquake to force the evacuation; and have players leave with their winnings.

Shortly before opening night, the drill breaks down. The team is forced to ask Terry Benedict, their previous target, for funds to buy a replacement. Benedict offers the funds for a portion of his share of the take since he dislikes Bank and demands that Ocean also steal Bank s private diamond collection in celebration of his Five Diamond Awards. The jewels are valued at over $250 million and secured in a case at the top of the casino. Ocean has Linus Caldwell get romantically close to Bank s assistant Abigail Sponder to gain access to the case. Secretly, Benedict contracts master thief François The Night Fox Toulour to intercept the diamonds.

Ocean institutes the final part of the plan by having FBI agents on his payroll arrive at the hotel and arrest Livingston Dell on suspicion of rigging the card-shuffling machines, allowing them to be replaced with actual rigged ones. Another FBI agent arrests Linus for switching the diamonds with fakes. The agent takes Linus away and he turns out to be father Robert Caldwell whom Ocean enlisted. They try to evacuate from the roof but are intercepted by Toulour, who takes the diamonds and parachutes off the roof. However, Ocean anticipated this, and never had Linus make the switch. Linus and his father escape in a helicopter piloted by Basher, tearing the case of diamonds from the roof.

The earthquake is triggered and the players evacuate with millions of dollars of winnings. Ocean approaches a devastated Bank and tells him he is the mastermind behind everything and that they did it for Reuben. Ocean also reminds Bank that he cannot get revenge, since Danny knows all of Bank s associates and they prefer him over Bank. Also Bank cannot go to the police due to Bank s illegal activities. With their share of the winnings, Ocean s crew buy property on the Strip for Reuben to build his own casino. Ocean donates Benedict s $72 million portion of the take to charity in Benedict s name, forcing him to admit his philanthropy on broadcast television.

As Ocean, Rusty, and Linus prepare to depart from the airport, Rusty rigs one of the slot machines to allow the real Diamond reviewer to win $11 million as compensation for how they treated him.

Cast

The Thirteen

• George Clooney as Danny Ocean, an ex-con that comes up with a new heist involving The Bank.
• Brad Pitt as Rusty Ryan
• Matt Damon as Linus Caldwell
• Andy García as Terry Benedict
• Don Cheadle as Basher Tarr
• Bernie Mac as Frank Catton
• Elliott Gould as Reuben Tishkoff, Danny s friend who plans to make a new casino until he gets swindled by Willy.
• Casey Affleck as Virgil Malloy
• Scott Caan as Turk Malloy
• Eddie Jemison as Livingston Dell
• Shaobo Qin as The Amazing Yen
• Carl Reiner as Saul Bloom
• Eddie Izzard as Roman Nagel, a master thief and friend of Danny who is brought in as a consultant.

Others

• Al Pacino as Willy Bank, a casino mogul who swindles Reuben of his money to further his hotel called The Bank.
• Ellen Barkin as Abigail Sponder, Willy s personal assistant.
• Vincent Cassel as François Toulour, a master thief who Benedict hires to beat Danny to Bank s diamonds.
• Bob Einstein as Robert Bobby Caldwell, a legendary con artist and the father of Linus that was mentioned a lot in the first two movies who poses as an FBI agent.
• Olga Sosnovska as Debbie, the concierge at The Bank.
• David Paymer as the V.U.P. , a Five Diamond reviewer who falls victim to the shenanigans of Danny s group.
• Angel Oquendo as Guard Ortega
• Julian Sands as Greco Montgomery
• Jerry Weintraub as Denny Shields

Production

In January 2006, it was reported that producers were in discussions about setting and shooting most of the film at the Wynn Las Vegas. Clooney had previously hoped to film it at his then-upcoming Las Ramblas Resort in Las Vegas, although the project would not have been ready in time for production. In March 2006, it was reported that the film would be shot in a fake casino that would be constructed on five Warner Bros. sound stages. Filming was expected to begin in Las Vegas and Los Angeles in July 2006. Al Pacino joined the cast in April 2006.

Location scouting took place in Las Vegas in mid-July 2006, with the Bellagio confirmed as a filming location, which was also used for scenes in Ocean s Eleven. Filming in Las Vegas began on August 7, 2006, with scenes shot at McCarran International Airport and at a heliport. The following day, filming moved to the Palazzo resort, which was under construction at the time. Filming in Las Vegas concluded on August 9, 2006, after scenes involving Clooney, Pitt, Damon, and García were shot in an office at the back of the Bellagio. At that time, Clooney and producer Jerry Weintraub were considering premiering the film in Las Vegas. Another Las Vegas shoot was scheduled for September 2006, including additional filming at the Bellagio.

Julia Roberts and Catherine Zeta-Jones did not appear in their respective roles as Tess Ocean and Isabel Lahiri, due to the actresses not wanting to participate in the movie without a significant part in the plot, which the script would not accommodate. This is referenced early in the movie when Ocean mentions it s not their fight when questioned as to their absence by others in the group. Topher Grace, who cameoed in the previous two films as a heavily fictionalized version of himself, was unable to return due to reshoots on Spider-Man 3: he recalls that his planned cameo would have involved him having a conversation with Rusty while holding an Asian baby and never addressing where the baby came from.

Reception

Box office

The film did well on its first weekend, reaching the top spot at the North American box office. Despite opening in 250 more theaters than Ocean s Twelve, it had a slightly weaker opening weekend, than the former, pulling in $36 million, compared with Twelve s $39 million. By the end of December 2007, Ocean s Thirteen had generated $117.2 million in box office domestically, and $311.4 million worldwide.

Critical reception

On review aggregation website Rotten Tomatoes, the film holds an approval rating of 70% based on 200 reviews, and an average rating of 6.4/10. The website s critical consensus reads, Ocean s Thirteen reverts to the formula of the first installment, and the result is another slick and entertaining heist film. On Metacritic, the film has a weighted average score of 62 out of 100, based on 37 critics, indicating generally favorable reviews . Audiences polled by CinemaScore gave the film an average grade of B+ on an A+ to F scale.

In his review for New York, David Edelstein wrote, As the plotting gets knottier, s technique gets more fluid—the editing jazzier, the colors more luscious, the whip-pans more whizbang. It s all anchored by Clooney, looking impudent, roguish, almost laughably handsome. Manohla Dargis, in her review for The New York Times, wrote, Playing inside the box and out, has learned to go against the grain while also going with the flow. In Ocean s Thirteen he proves that in spades by using color like Kandinsky and hanging a funny mustache on Mr. Clooney s luscious mug, having become a genius of the system he so often resists.

In his review for the Chicago Sun-Times, Roger Ebert gave the film two and a half stars out of four, writing Ocean s Thirteen proceeds with insouciant dialogue, studied casualness, and a lotta stuff happening, none of which I cared much about because the movie doesn t pause to develop the characters, who are forced to make do with their movie-star personas. Peter Bradshaw, in his review for The Guardian, wrote, Sometimes we go to split-screen, and sometimes — whooaaa! — two of the split-screen frames are funkily showing the same thing. It is all quite meaningless. As if in an experimental novel by B. S. Johnson, the scenes could be reshuffled and shown in any order and it would amount to the same thing. There is no human motivation and no romance.

Home video release

Ocean s Thirteen was released on DVD and Blu-ray in November 2007.

Spin-off

Ocean s 8, a spin-off of the Ocean s Trilogy films, was directed by Gary Ross and released in 2018. Sandra Bullock starred as Debbie Ocean, Danny Ocean s sister, opposite Cate Blanchett, Helena Bonham Carter, Anne Hathaway, Rihanna Fenty, Sarah Paulson, Mindy Kaling, and Nora Awkwafina Lum, as a team who took part in a heist at the Met Gala.

Year	2007
ReleaseDate	2007-06-08
RuntimeMins	122
RuntimeStr	2h 2min
Plot	Danny Ocean rounds up the boys for a third heist after casino owner Willy Bank double-crosses one of the original eleven, Reuben Tishkoff.
Awards	Awards, 1 win & 5 nominations
Directors	Steven Soderbergh
Writers	Brian Koppelman, David Levien, George Clayton Johnson
Stars	George Clooney, Brad Pitt, Matt Damon
Produced by	Bruce Berman,Frederic W. Brost,Susan Ekins,Gregory Jacobs,Robin Le Chanu,Jerry Weintraub
Music by	David Holmes
Cinematography by	Steven Soderbergh
Film Editing by	Stephen Mirrione
Casting By	Debra Zane
Production Design by	Philip Messina
Art Direction by	Tony Fanning,Doug J. Meerdink
Set Decoration by	Kristen Toscano Messina
Costume Design by	Louise Frogley
Makeup Department	Fríða Aradóttir,Rita Bellissimo,Jean Ann Black,Teressia Carter,Hayley Cecile,Christalee,Fionagh Cush,Robin Fredriksz,Kay Georgiou,Jennifer Greenberg,Zoe Hay,Donna-Lou Henderson,Julie Hewett,Will Huff,Melanie Hughes,Laurel Kelly,Julie Kristy,Cammy R. Langer,John Maldonado,Kelley Mitchell,Vonda K. Morris,JoJo Myers Proud,Loretta Nero,Arturo Rojas,Waldo Sanchez,Marsha Shearrill,Lona Vigi,Michelle Vittone,Gary Archer,Martin Astles,Kelly Belmonte,Michelle Rene Elam,Mark Garbarino,Ketty Gonzalez,Marie Larkin,Medusah,Tijen Osman,Yesim Shimmy Osman,Jen Rose,Susan Simone,Tegan Taylor,Alicia M. Tripi
Production Management	Frederic W. Brost,Monica De Armond,Robin Le Chanu,Mark Scoon
Second Unit Director or Assistant Director	Matthew Heffernan,Gregory Jacobs,Matthew Janssen,Jody Spilkoman,Basti Van Der Woude,Lynne Martin
Art Department	Damon Allison,Tom Altobello,Rich Andrade,Tom Arbia,Garry Bailey,C. Scott Baker,Curt Beech,Scott Bobbitt,John J. Bradley,Dawn Brown,John Bullard,Joanna Bush,Michael Carroll,Aric Cheng,Todd Cherniawsky,Genelle Ciccarelli,James Clyne,Phil Coffman,Gene Hap Cooper,Louie Esparza,Mariano Fernandez,Gerard Forrest,Chet Garlow,Hank Giardina,William Gideon,Brian Gilbert,Darren Gilford,Philip Ginolfi,Nicole Gold,Wylie Griffin,Andrew David Hall,Ryan Handt,Larry Haney,Scott Herbertson,Al Hobbs,David Howland,Luis G. Hoyos,William O. Hunter,Josh King,Helen Kozora,Bud Kucia,Ralph Lane,Scott Lodwig,Mark Lopez,Gregory Lynch Jr.,Greg Lynch,Siw Maretics,Randy Martens,John Hammer Maxwell,John Mazzola,Merdyce McClaran,Maureen McGuire,Ron Mendell,Jim Meyer,Robin L. Miller,John Moore,Kris Nagle,Eric Nelson,Jim Paniagua,Eric Ramirez,Dennis Richardson,Ruben Rico,Micah Roehr,Kathleen Rosen,Neil Rust,Richard Sarabia,David Scott,Mared Scutti,Tara Shackelford-Lawton,Maya Shimoguchi,Robert Sica,Ron Sica,Andrew Smith,Brett Smith,Gregory D. Smith,Chris Snyder,Dale Snyder,James Stephenson,Eirik Stout,Jim Stubblefield,Eric Sundahl,Karen Teneyck,Andy Wedemeyer,Seth Wilder,Robert Woodruff,Curtis Yackel,Chris Zimmerman,Victor Anderson,Rich Andrade,Adam L. Barker,Aprile Lanza Boettcher,Dominick Bruno,Shane Buckallew,Steve Burnes,Jordan Calaway,Julian Chavez,Don Tex Clark,Terry Corliss,David Corral,Aaron Davis,Rossana De Cicco,Sam Dean,Andy Demuri,Colin Dennis,Gustavo R. Ferreyra,Lynn Garrido,Jim Halsband,George Hess,Hannah M. Hinkel,Steven Curtis Husch,Richard Jacobs,Ryan Jacoby,Eric Kagan,Tommy Karasoulis,David Ladish,Steven Ladish,James MacDonald,Canyon Martens,Jessica McDonald,Martin L. Mercer,David Mesloh,Christopher Morente,Michael O Luasaigh,Eric P. Paczkowski,Ron Pekkala,Portia Perry,Rick Polikowski,Paul Richards,Carl Robarge,Aaron Robberson,Christopher S. Ross,Steve Salazar,Keith Samson,Ronald F. Savini Jr.,Alex Sessing,Craig T. Shordon,Steve Sickle,Alex Valenzuela,Jason Vanover,Cuitlahuac Morales Velazquez,Emil Warren,David D. Wheeler,Jack White,Helen Wilson
Sound Department	David Betancourt,Larry Blake,Matt Coby,Dawn Fintor,Aaron Glascock,Detlef Halaski,Randall L. Johnson,Vanessa Lapato,Paul Ledford,Ross Levy,John Pospisil,Eric Potter,Alicia Stevenson,Billy Theriot,Tim LeBlanc,John Lewis Aschenbrenner,Jordan O Neill,Tanya Peel
Special Effects by	Steve Austin,Bruce Allan Donnellan,Ron Epstein,Blair Foord,Ronald D. Goldstein,Manuela Hahnlein,Werner Hahnlein,Kevin Hannigan,Jason Hansen,Joe Klein,Matt McDonnell,Michael Roundy,Ken Tarallo,Mario Vanillo,Paul Vigil,Gunter Anderson,Csaba László Eröss,Joe Heffernan,Mark Koivu,Liah Saldaña
Visual Effects by	Melissa Brockman,Randy Brown,John Cassella,Tom Daws,Jane Forsyth,John Hewitt,Dan Kaufman,Christopher Lance,Krystine Lankenau,Diana Miao,Kama Moiha,Julia Neighly,Gregory Oehler,Eric Pender,David Rey,Chris Ryan,Heather MacPhee Ryan,Marc-Andre Samson,Gregory Shimp,Thomas J. Smith,Dottie Starling,Jason Wardle,Antony Carysforth,Graham Collier,Mathias Frodin,Bill Gilman,Brian Holmes,Jan Huybrechs,James P. Noon,Chris B. Schnitzer,Jeffrey Ian Wilson
Stunts	John Robotham,James Terry,Hank Amos,Greg Anthony,Brian Avery,Joni Avery,Rick Avery,Gregory J. Barnett,Jeffrey G. Barnett,Michael H. Barnett,Jeff Brockton,Jodi Lyn Brockton,Joe Bucaro III,Richard Bucher,Mark Chavarria,Eliza Coleman,Geo Corvera,Max Daniels,Eyad Elbitar,Eddie J. Fernandez,Steve Hart,Nick Hermz,David Hugghins,Jayson James,Shawn Patrick Lane,Alex Madison,Gina Mari,Mike Martinez,Jeffrey McDancer,Heidi Moneymaker,Norman Mora,Jimmy Ortega,Eddie Perez,Ming Qiu,Thomas Rosales Jr.,Marcus Salgado,Jeff Sanders,Crystal Santos,Felipe Savahge,Roger Stoneburner,Olivia Summers,Pete Turner,April Weeden
Camera and Electrical Department	James W. Apted,Bob Arrendondo,Joseph Ayer,Russell Ayer,Dana Baker,Kent Baker,Lester Boykin,Doug Byers,Earl R. Cantrell,Ernest A. Cox Jr.,Scott Crabbe,John Crimins,R. Michael De Chellis,Will Dearborn,Robert B. Dechellis,Wayne L. Duncan,Steven Frohardt,George Fundora,Raymond Gonzales,Melinda Sue Gordon,Matt Hawkins,Matthew Hawkins,Nickoles Haynes,Tom Jordan,David Katz,Al LaVerde,Jonathan Leary,Michelle LeDoux,Dave Lujan,Brian Lukas,Duane Charles Manwiller,Steven Meizler,Andrew M. Nelson,Walter Nichols,Jim Plannette,Raman Rao,Lyle Robbins,Eric Sagot,Dennis E. Shelton,Ian Strang,Steven Strong,Jason Talbert,Paul Threlkeld,Paul Toomey,Ryan Vanlossberg,Devik Wiener,Greg Barrera,James Barrett,Fernando Barrios,Jose F. Barrios,Nathan Borck,Ryan DeGrazzio,Carlos DePalma,Clayton Fowler,Chris Hill,Jesse Johnson,Michael L. Lewin,Lance Oyabu,Brennan Price,Eric Sagot,Mike Shaheen,Jason Sidore,Don Telles,Art Villasenor,Michael Witczak
Casting Department	Rich King,Melissa Kostenbauder,Tannis Vallely,Kyle Burch,Kean Cronin,Dawn Marie Deibert
Costume and Wardrobe Department	Shandra Beri,Tom Cummins,Ann Foley,Lynda Foote,Betsy Glick,Jorge J. González,Jo Kissack,Mary Etta Lang,Dennis McCarthy,Amanda McLaughlin,Ann Miller,Bob Moore Jr.,Jason M. Moore,Nina Padovano,David Perrone,Garet Reilly,Richard Schoen,Senna Shanti,Barnaby Smith,Emma Trenchard,Nancy Cavallaro,Joe Diaz,Karen Hare Neilsson,Valerie T. O Brien,Damien Quinn
Editorial Department	Matt Absher,Jade E. Chatham,Christine Dougherty,Holly Kang,David Kirchner,Kathleen Largay,Corbin Mehl,Keith H. Sauter,Ed Twiford,Ryan Piers Williams,Jan Yarbrough,David Orr,Jonathan Spafford
Location Management	Anna L. Coats,Eddie Fickett,Quentin Halliday,Christian Krieger,Ken Lavet,Guy Morrison,Shelley Marie Brown
Music Department	Leo Abrahams,Davey Chegwidden,Luis Conte,Zach Danziger,George Doering,Jason Falkner,Bruce Fowler,Walt Fowler,Stephen Hilton,David Holmes,Robert Hurst,Woody Jackson,Scott Kinsey,Tommy Morgan,Hugo Nicolson,Frankie Pine,Zac Rae,Wesley Seidman,Steve Tavaglione,Valente Torez,Hal Oppenheim
Script and Continuity Department	Annie Welles
Transportation Department	Rich Bennetti,Mark Callaghan,Pat Carman,Doreen L. Carpenter,Jon Carpenter,Danny Coughlin,John O. Falvey,Bernard Glavin,David Glavin,Diane Glavin,Leon Glavin,Chris Gorden,Billy Grace,Shane Greedy,James Jimerson,Steve Lewis,Bill McLaren,Xavier Mendoza,Tony Mercier,Ken Merritt,Tom Neal,Jeffrey Nutt,Charles Ramirez,Hans Ramm,Chance Robertson,Ernest Sanders,Sarah Lynn Schmitt,Mary LaRee Sgrignoli,Lonnie Silva,Michael A. Swann,Paul Tumber,Gordon Winkle,Gil Amaral,Everett Everett,Anthony Gregorio,Lin C. Smith,Roger Wooge
Additional Crew	Anna Belaro-Rodriguez,Leigh Bell,Danielle Bryce,Josh Carlock,Lou Crisa,Ted M. Davila,Monica De Armond,Rasi Delgado,Betsy Dennis,Kathy Fisher,Andrew Freund,Linda H. Friedman,Samuel Goldberg,Jake Gross,Dylan Haggerty,Steve Hai,TJ Jackson,Ricky Jay,Christopher Just Weaver,Kate Kelly,Nazia Khan,Gavin Kleintop,Katherine Kousakis,Michael LaCorte,Candice LeClaire,Keri Littledeer,Mark Mayer,Angel McConnell,Will Meldman,Jane Morgan,James Nicholson,Michelle Nicklas,Colin J. O Hara,Stacy Parker,Kim Pinkstaff,Michael Quinn,Marie-Hélène Riverain,Will Sandoval,Bess Scher,Skylar Schmidt,L Wren Scott,Joanie Selden,Michael Serrano,Stacy Solomon,Josh Sostrin,Spooky Stevens,Anthea Strangis,Josh Stuart,Jason Sugars,Lloyd Thomas,Michael Weber,Rick Whitfield,Cody Williams,Jeff Winn,Sydney Yuman,Terrence B. Zinn,Job Alonso,Dawn Marie Anderson,Doug Byers,Carson R. Cultner,Bianca D Carpio,Marc C. Geschwind,Katherine Grace,Sophia Green,Marisol Jiménez,Jordan C. Kadovitz,Chris Kieffer,Coplin LeBleu,Howard S. Lefstein,Beth J. Linden,Debbie Marks,Kyle Morris,Vincent Parker,Derek Plaza,Alison Reiter,Michael A. Rizza,Justin Ruane,John Russel,Mark Shrimpton,Jennifer Sims,Douglas Tait,Ron Tenkely,Madison R. Wells,Chris Winn
Genres	Crime, Thriller
Companies	Warner Bros., Village Roadshow Pictures, Jerry Weintraub Productions
Countries	USA
Languages	English, Mandarin, Spanish, French
ContentRating	PG-13
ImDbRating	6.9
ImDbRatingVotes	345598
MetacriticRating	62
Keywords	revenge,casino,heist,comeuppance,hubris