Dir: Steven Soderbergh. US. 2004. 132mins

Warner Bros andVillage Roadshow can count on another worldwide hit with Ocean's Twelve, the sequel to the 2001 blockbuster Ocean's Eleven which grossed $183.4m inNorth America and $267.3m in international territories. With global movie starsClooney, Pitt, Damon, Roberts and now Catherine Zeta-Jones heading the cast anda hip marketing campaign based around the super-cool tagline 'Twelve Is The NewEleven', the concept alone is enough to drive audiences to their local multiplex.

The fact thatSteven Soderbergh and his stellar cohorts have delivered a sloppy, plotlessfilm which neglects its storytelling obligations to the audience in favour ofself-referential smugness will not damage the massive openings around the world.But the ultimate box office numbers won't match those of the original, onceword spreads that this ride has fewer pleasures than its predecessor.

Soderbergh, whoonce again serves as his own cameraman, clearly needs a challenge greater thanthis. Since 2000 when his double-hander of ErinBrockovich and Traffic vaultedhim to the top of the Hollywood tree, his output has been prolific but patchy,to say the least. In Ocean's Twelve,he employs all the tricks - shaky, handheld camera, multiple colour tones,flashy cutting - but there's not an iota of real danger and consequently nosuspense. That's a big problem in a giant caper movie like this one.

Instead, theactors, who are obviously having a ball making the film, play it mostly forlaughs and, in the final heist sequence, the film buckles under the weight ofits own conceit by having Julia Roberts' character Tess Ocean pretend to be'Julia Roberts. Even Bruce Willis pops up as himself and thinks Tess is Roberts.It's a moment in which any pretence that the director and actors are trying tospin a compelling yarn is shattered.

The challenge forthe band of lovable rogues this time is to pay back the $160m they stole in Ocean's Eleven. Helped by a mysteriousinformer, Vegas entrepreneur Terry Benedict (Garcia) tracks down each member ofthe group who have scattered across America with their respective stashes. The11 assemble and realize that they have to pay back Benedict and must come upwith a new plan.

Led by Danny Ocean(Clooney) and Rusty Ryan (Pitt), they head to Amsterdam where they score a jobstealing a valuable stock certificate from an agoraphobic millionaire (Krabbe,blink and you'll miss him). But they are pipped to the post by Europe's mostaccomplished thief The Night Fox who has stolen the document before them.

Enter IsabelLahirir (Zeta-Jones), an agent for Interpol (or Europol as it's dubbed here)who has a romantic past with Ryan. She's on the trail of both The Night Fox andOcean's mob as they compete to steal a priceless Faberge egg which is beingtransported from its home in Paris to be exhibited in Rome. The Night Fox, aEuropean playboy (Cassel), makes a bet with Ocean that if Ocean cansuccessfully steal the egg, he will personally take care of his debt toBenedict.

But the planappears to go awry when Ocean's wife Tess (Roberts) arrives in Rome to helpthem out and is revealed as an impostor imitating Julia Roberts at the openingof the egg exhibit. Ocean, his wife and his crew, are thrown into jail. In theclumsily structured final reveal, we discover that all is not as it seems.

Zeta-Jones, theonly star in the film who plays her role seriously, outshines her malecounterparts. Other newcomers to the formula are Cassel as the Night Fox,Robbie Coltrane and Eddie Izzard as criminal lowlifes, and even Albert Finneywho appears as a retired criminal mastermind.

Of course noexpense is spared in the production, and the extensive use of the Europeanlocations in Rome, Paris and Amsterdam is reminiscent of lush 60s caper movieslike Charade, Topkapi and The Italian Job. Ironically, a sequel isalso being plotted at Paramount for the far more effective Euro-caper remake The Italian Job.

Prod cos: JWProductions, Section Eight
Worldwide dist: Warner Bros,Village Roadshow Pictures
Exec prods: John Hardy, SusanEkins, Bruce Berman.
Prod: Jerry Weintraub.
Scr: George Nolfi.
DoP: Steven Soderbergh.
Prod des: Philip Messina.
Ed: Stephen Mirrione.
Mus: David Holmes.
Main cast: George Clooney, BradPitt, Matt Damon, Catherine Zeta-Jones, Julia Roberts, Andy Garcia, DonCheadle, Bernie Mac, Casey Affleck, Scott Caan, Vincent Cassel, Carl Reiner,Elliott Gould, Eddie Jemison, Robbie Coltrane, Eddie Izzard, Albert Finney.