Warner Bros' Ocean'sTwelve swaggered to thetop of the charts at the weekend with an estimated $40.9m opening that pulledoff the fourth biggest December debut of all time.

The$110m crime caper follows on from the 2001 picture Ocean's Eleven by Steven Soderbergh and reunites George Clooney,Brad Pitt, Matt Damon and Julia Roberts, among others, as well as introducingCatherine Zeta-Jones to the ensemble cast.

It averaged $12,425 on 3,290 screens and opened tomostly decent reviews. The top three December openings of all time remain inthe grip of the Lord Of The Rings trilogy, with Return Of The King on $72.6m in 2003, Fellowship Of TheRing on $66.1m in 2001,and The Two Towers on$62m in 2002.

Opening insecond place on $16.1m was Blade: Trinity, the third and final instalment in New Line's vampireaction franchise. Once again Wesley Snipes plays the lead and the picture alsostars Jessica Biel, Kris Kristofferson and Ryan Reynolds.

Blade:Trinity opened to fairlypoor reviews and averaged $5,537 on 2,912 screens over three days and grossed$24.5m over five. Blade II opened on $32.5m in 2002.

Buena Vista's NationalTreasure slipped fromthe top for the first time in three weeks, settling in third place on $124.2mafter four weekends, while Warner Bros' The Polar Express fell one to fourth on $110m after fiveweekends.

Revolution/Sony'scomedy Christmas With The Kranks passed $50m in its third weekend after slipping three to fifth on$7.6m for $54.8m, and Pixar/Disney's The Incredibles dropped two to sixth, having grossed$232.6m after six weekends.

Next weekend'swide releases are: Paramount's Lemony Snicket's A Series Of UnfortunateEvents starring JimCarrey; and Sony's Spanglish, which stars Adam Sandler and Tea Leoni.

Estimated TopTen US Nov 10-12 2004

Film(Distributor)/International distribution/Estimated weekend gross/Estimatedtotal to date

1 (-) Ocean'sTwelve (Warner Bros)Warner Bros Int'l $40.9m -

2 (-) Blade:Trinity (New Line) NLI$16.1m $24.5m

3 (1) NationalTreasure (Buena Vista)BVI $9.9m $124.2m

4 (3) ThePolar Express (WarnerBros) Warner Bros Int'l $9.8m $110m

5 (2) ChristmasWith The Kranks(Revolution/Sony) SPRI $7.6m $54.8m

6 (4) TheIncredibles(Pixar/Disney) BVI $5m $232.6m

7 (6) TheSpongeBob SquarePants Movie (Paramount) UIP $4.4m $73.6m

8 (5) Closer (Sony) SPRI $3.8m $13.8m

9 (8) FindingNeverland (Miramax)Miramax International $1.7m $14.2m

10 (7) Alexander(Warner Bros)Intermedia/Summit $1.4m $32.5m