''Ocean's Twelve'' is a 2004
heist comedy film
The comedy film is a film genre that emphasizes humor. These films are designed to amuse audiences and make them laugh. Films in this genre typically have a happy ending, with dark comedy being an exception to this rule. Comedy is one of the o ...
directed by
Steven Soderbergh
Steven Andrew Soderbergh ( ; born January 14, 1963) is an American film director, producer, screenwriter, cinematographer, and editor. A pioneer of modern Independent film, independent cinema, Soderbergh later drew acclaim for formally inventiv ...
and written by
George Nolfi. Serving as the second installment in the
''Ocean's'' film trilogy, it is a direct sequel to
''Ocean's Eleven'' (2001). The film features an
ensemble cast
In a dramatic production, an ensemble cast is one that comprises many principal actors and performers who are typically assigned roughly equal amounts of screen time.Random House: ensemble acting Linked 2013-07-17
Structure
In contrast to the po ...
including
George Clooney
George Timothy Clooney (born May 6, 1961) is an American actor, filmmaker, and philanthropist. Known for his leading man roles on screen in both blockbuster and independent films, Clooney has received numerous accolades, including two Ac ...
,
Brad Pitt
William Bradley Pitt (born December 18, 1963) is an American actor and film producer. In a Brad Pitt filmography, film career spanning more than thirty years, Pitt has received list of awards and nominations received by Brad Pitt, numerous a ...
,
Matt Damon
Matthew Paige Damon ( ; born October 8, 1970) is an American actor, film producer, and screenwriter. He was ranked among ''Forbes'' most bankable stars in 2007, and in 2010 was one of the highest-grossing actors of all time. He has received va ...
,
Catherine Zeta-Jones,
Andy García,
Don Cheadle
Donald Frank Cheadle Jr. (, ; born November 29, 1964) is an American actor. Known for his roles in film and television, he has received List of awards and nominations received by Don Cheadle, multiple accolades including two Golden Globe Award ...
,
Bernie Mac,
Julia Roberts,
Casey Affleck
Casey Affleck (born Caleb Casey McGuire Affleck-Boldt; August 12, 1975) is an American actor. He is the recipient of List of awards and nominations received by Casey Affleck, various accolades, including an Academy Award, a British Academy Film ...
,
Scott Caan,
Vincent Cassel
Vincent Cassel (; ; born 23 November 1966) is a French actor. He has earned a César Awards, César Award and a Canadian Screen Awards, Canadian Screen Award as well as nominations for a European Film Awards, European Film Award and a Screen Ac ...
,
Eddie Jemison,
Carl Reiner
Carl Reiner (March 20, 1922 – June 29, 2020) was an American actor, author, comedian, director and screenwriter whose career spanned seven decades. He was the List of awards and nominations received by Carl Reiner, recipient of many awards and ...
, and
Elliott Gould. Its plot follows
Danny Ocean and his crew as they are forced to regroup for a series of elaborate heists across
Europe
Europe is a continent located entirely in the Northern Hemisphere and mostly in the Eastern Hemisphere. It is bordered by the Arctic Ocean to the north, the Atlantic Ocean to the west, the Mediterranean Sea to the south, and Asia to the east ...
after being targeted by Terry Benedict and a mysterious rival thief known as the Night Fox.
The film was released theatrically in the US on December 10, 2004, by
Warner Bros. Pictures. It received mixed reviews from critics, who praised its style and cast chemistry but criticized its complex narrative. The film was a commercial success, grossing $362.9 million worldwide, making it the
tenth-highest-grossing film of 2004.
The story was continued with
''Ocean's Thirteen'' (2007), again directed by Soderbergh and featuring most of the original ensemble. A spin-off film,
''Ocean's 8'', starring an all-female cast, was released in 2018.
Plot
Three years after the heist at the
Bellagio, Terry Benedict locates all eleven members of
Danny Ocean’s crew and demands they return the $160 million they stole—plus $38 million in interest. He gives them a two-week deadline to repay the debt, threatening imprisonment or death.
With their funds depleted, the crew travels to
Amsterdam
Amsterdam ( , ; ; ) is the capital of the Netherlands, capital and Municipalities of the Netherlands, largest city of the Kingdom of the Netherlands. It has a population of 933,680 in June 2024 within the city proper, 1,457,018 in the City Re ...
to stage a new heist that will avoid U.S. jurisdiction. Saul declines to participate, citing his age. The crew is tipped off by an informant named Matsui about the location of the first stock certificate ever issued, but after a complex operation, they discover it has already been stolen by a rival thief known as the “Night Fox.”
Europol
Europol, officially the European Union Agency for Law Enforcement Cooperation, is the law enforcement agency of the European Union (EU). Established in 1998, it is based in The Hague, Netherlands, and serves as the central hub for coordinating c ...
detective Isabel Lahiri, an ex-girlfriend of Rusty Ryan, is assigned to investigate the theft. Recognizing a pattern from a prior case they had discussed during their relationship, she deduces Rusty's involvement and warns the crew they are outmatched by the Night Fox and his mentor, the elusive master thief Gaspar LeMarc.
The Night Fox is revealed to be François Toulour, a wealthy and agile French baron who resides in a villa on
Lake Como. Enraged that LeMarc once suggested Danny Ocean might be the superior thief, Toulour admits to exposing the crew’s identities to Benedict and orchestrating their recruitment by Matsui. Seeking to prove himself, he challenges Danny to steal the
Imperial Coronation Fabergé egg in exchange for paying off the crew’s debt if they succeed.
Ocean’s crew devises a plan to swap the egg with a holographic replica during its exhibition in
Rome
Rome (Italian language, Italian and , ) is the capital city and most populated (municipality) of Italy. It is also the administrative centre of the Lazio Regions of Italy, region and of the Metropolitan City of Rome. A special named with 2, ...
. However, Toulour intercepts their strategy by sending surveillance footage to Lahiri, who apprehends most of the crew. Linus, along with Basher, Turk, and Saul, implements an alternate plan involving Tess Ocean posing as a pregnant Julia Roberts to gain access to the egg. Their efforts are foiled when Lahiri intervenes, aided by an appearance from Bruce Willis, playing himself. The remaining team members are arrested.
As Linus is prepared for extradition, the FBI agent assigned to escort him is revealed to be his mother, who orchestrates the release of the entire crew. She confronts Lahiri over her forged Europol paperwork and advises that Lahiri's superior wants her back in Amsterdam immediately.
Later, Danny and Tess visit Toulour, who boasts of his successful theft of the egg using acrobatic prowess to bypass museum security. However, Danny reveals that his crew had already stolen the real egg while it was being transported to the exhibit, having been tipped off by LeMarc. A flashback shows Danny and Rusty meeting LeMarc earlier, who offered them the opportunity to outwit Toulour and reclaim the egg he had once stolen and returned at his wife's request. Toulour concedes defeat and transfers the funds needed to repay Benedict.
Rusty brings Lahiri to a safe house where she reunites with her long-lost father, who is revealed to be LeMarc. The crew repays Benedict and vows to avoid his casinos in the future, while Toulour, watching in disguise from a distance, continues to brood over his loss.
Cast
The Twelve
Others
*
Catherine Zeta-Jones as Isabel Lahiri, a Europol detective
*
Andy García as Terry Benedict, a wealthy casino owner duped in ''Ocean's Eleven''
*
Vincent Cassel
Vincent Cassel (; ; born 23 November 1966) is a French actor. He has earned a César Awards, César Award and a Canadian Screen Awards, Canadian Screen Award as well as nominations for a European Film Awards, European Film Award and a Screen Ac ...
as Baron François Toulour, a master thief, one of Europe's most notorious
*
Eddie Izzard as Roman Nagel, a con man the team enlists for something they can't do themselves
*
Robbie Coltrane
Anthony Robert McMillan (30 March 195014 October 2022), known professionally as Robbie Coltrane, was a Scottish actor. He gained worldwide recognition in the 2000s for playing Rubeus Hagrid in the ''Harry Potter'' film series. He was appointe ...
as Ian Nicholas McNally, a.k.a. Matsui, an informant with connections to Danny
*
Cherry Jones as FBI Agent Molly Star
*
Albert Finney as Gaspar LeMarc (uncredited), a legendary master thief
*
Jeroen Krabbé as Van Der Woude
*
Candice Azzara
Candice Azzara is an American character actress.
Career
In the summer of 1965, she appeared as Eve in ''On the First Day'', a one-act play written by David Graeme and directed by Charles Merlis at the 41st Street Playhouse in Manhattan. Bill ...
as Saul Bloom's Girlfriend
*
Jared Harris as Basher's Engineer
Cameos
*
Bruce Willis
Walter Bruce Willis (born March 19, 1955) is a retired American actor. He achieved fame with a leading role on the comedy-drama series ''Moonlighting (TV series), Moonlighting'' (1985–1989) and has appeared in over one hundred films, gaining ...
as himself
*
Topher Grace
Christopher John Grace ( ; born July 12, 1978), known professionally as Topher Grace, is an American actor. He is known for his roles as Eric Forman in the teen sitcom ''That '70s Show'' (1998–2005) and Eddie Brock / Venom in Sam Raimi's s ...
as himself
*
Jerry Weintraub
Jerome Charles Weintraub (September 26, 1937 – July 6, 2015) was an American film producer, talent manager and actor whose television films won him three Emmys.
He began his career as a talent agent, having managed known singer John Denver in ...
as Denny Shields (uncredited)
Production
Development
Following the commercial and critical success of
''Ocean's Eleven'' (2001),
Warner Bros.
Warner Bros. Entertainment Inc. (WBEI), commonly known as Warner Bros. (WB), is an American filmed entertainment studio headquartered at the Warner Bros. Studios complex in Burbank, California and the main namesake subsidiary of Warner Bro ...
greenlit a sequel with
Steven Soderbergh
Steven Andrew Soderbergh ( ; born January 14, 1963) is an American film director, producer, screenwriter, cinematographer, and editor. A pioneer of modern Independent film, independent cinema, Soderbergh later drew acclaim for formally inventiv ...
returning to direct and most of the original cast expected to reprise their roles. The screenplay for ''Ocean’s Twelve'' was written by
George Nolfi and introduced a European setting and new characters, while maintaining the ensemble-heist structure of its predecessor. The script was revised during pre-production when
Julia Roberts revealed that she was pregnant with twins, prompting adjustments to accommodate her condition within the storyline.
Casting
All principal cast members from ''Ocean’s Eleven'' returned for the sequel, including
George Clooney
George Timothy Clooney (born May 6, 1961) is an American actor, filmmaker, and philanthropist. Known for his leading man roles on screen in both blockbuster and independent films, Clooney has received numerous accolades, including two Ac ...
,
Brad Pitt
William Bradley Pitt (born December 18, 1963) is an American actor and film producer. In a Brad Pitt filmography, film career spanning more than thirty years, Pitt has received list of awards and nominations received by Brad Pitt, numerous a ...
,
Matt Damon
Matthew Paige Damon ( ; born October 8, 1970) is an American actor, film producer, and screenwriter. He was ranked among ''Forbes'' most bankable stars in 2007, and in 2010 was one of the highest-grossing actors of all time. He has received va ...
,
Andy García,
Don Cheadle
Donald Frank Cheadle Jr. (, ; born November 29, 1964) is an American actor. Known for his roles in film and television, he has received List of awards and nominations received by Don Cheadle, multiple accolades including two Golden Globe Award ...
,
Bernie Mac,
Julia Roberts,
Casey Affleck
Casey Affleck (born Caleb Casey McGuire Affleck-Boldt; August 12, 1975) is an American actor. He is the recipient of List of awards and nominations received by Casey Affleck, various accolades, including an Academy Award, a British Academy Film ...
,
Scott Caan,
Eddie Jemison,
Carl Reiner
Carl Reiner (March 20, 1922 – June 29, 2020) was an American actor, author, comedian, director and screenwriter whose career spanned seven decades. He was the List of awards and nominations received by Carl Reiner, recipient of many awards and ...
, and
Elliott Gould. New additions to the cast included
Catherine Zeta-Jones as
Europol
Europol, officially the European Union Agency for Law Enforcement Cooperation, is the law enforcement agency of the European Union (EU). Established in 1998, it is based in The Hague, Netherlands, and serves as the central hub for coordinating c ...
detective Isabel Lahiri and
Vincent Cassel
Vincent Cassel (; ; born 23 November 1966) is a French actor. He has earned a César Awards, César Award and a Canadian Screen Awards, Canadian Screen Award as well as nominations for a European Film Awards, European Film Award and a Screen Ac ...
as François Toulour, also known as the "Night Fox."
Bruce Willis
Walter Bruce Willis (born March 19, 1955) is a retired American actor. He achieved fame with a leading role on the comedy-drama series ''Moonlighting (TV series), Moonlighting'' (1985–1989) and has appeared in over one hundred films, gaining ...
made a cameo appearance as himself, playing a fictionalized version of his public persona in a meta-narrative subplot.
Filming
Principal photography
Principal photography is the phase of producing a film or television show in which the bulk of shooting takes place, as distinct from the phases of pre-production and post-production.
Personnel
Besides the main film personnel, such as the ...
took place in 2003, with scenes filmed across multiple international locations. In the United States, production occurred in
Atlantic City, New Jersey
Atlantic City, sometimes referred to by its initials A.C., is a Jersey Shore seaside resort city (New Jersey), city in Atlantic County, New Jersey, Atlantic County, in the U.S. state of New Jersey.
Atlantic City comprises the second half of ...
;
St. Petersburg, Florida; and
Las Vegas
Las Vegas, colloquially referred to as Vegas, is the most populous city in the U.S. state of Nevada and the county seat of Clark County. The Las Vegas Valley metropolitan area is the largest within the greater Mojave Desert, and second-l ...
, including a return to the
Bellagio Hotel. Additional scenes were shot in
Chicago
Chicago is the List of municipalities in Illinois, most populous city in the U.S. state of Illinois and in the Midwestern United States. With a population of 2,746,388, as of the 2020 United States census, 2020 census, it is the List of Unite ...
.
In
Europe
Europe is a continent located entirely in the Northern Hemisphere and mostly in the Eastern Hemisphere. It is bordered by the Arctic Ocean to the north, the Atlantic Ocean to the west, the Mediterranean Sea to the south, and Asia to the east ...
, the production spent three weeks filming in the
Netherlands
, Terminology of the Low Countries, informally Holland, is a country in Northwestern Europe, with Caribbean Netherlands, overseas territories in the Caribbean. It is the largest of the four constituent countries of the Kingdom of the Nether ...
, using locations such as the
KattenKabinet, the
Hotel Pulitzer, the
Haarlem railway station, and
The Hague City Hall. Filming in
Paris
Paris () is the Capital city, capital and List of communes in France with over 20,000 inhabitants, largest city of France. With an estimated population of 2,048,472 residents in January 2025 in an area of more than , Paris is the List of ci ...
included scenes at the
Sorbonne, the
Australian Embassy, and the
Gare du Nord
The Gare du Nord (; ), officially Paris Nord, is one of the seven large mainline railway station termini in Paris, France. The station is served by trains that run between the capital and northern France via the Paris–Lille railway, as well ...
. The
Monte Carlo Casino
The Monte Carlo Casino, officially named Casino de Monte-Carlo, is a gambling and entertainment complex located in Monaco. It includes a casino, the Opéra de Monte-Carlo, and the office of Les Ballets de Monte-Carlo.
The Casino de Monte-Carlo ...
in
Monaco
Monaco, officially the Principality of Monaco, is a Sovereign state, sovereign city-state and European microstates, microstate on the French Riviera a few kilometres west of the Regions of Italy, Italian region of Liguria, in Western Europe, ...
also served as a backdrop. In
Italy
Italy, officially the Italian Republic, is a country in Southern Europe, Southern and Western Europe, Western Europe. It consists of Italian Peninsula, a peninsula that extends into the Mediterranean Sea, with the Alps on its northern land b ...
, shooting locations included
Villa Erba on
Lake Como (in
Cernobbio),
Rome
Rome (Italian language, Italian and , ) is the capital city and most populated (municipality) of Italy. It is also the administrative centre of the Lazio Regions of Italy, region and of the Metropolitan City of Rome. A special named with 2, ...
, and
Castellammare del Golfo in
Sicily
Sicily (Italian language, Italian and ), officially the Sicilian Region (), is an island in the central Mediterranean Sea, south of the Italian Peninsula in continental Europe and is one of the 20 regions of Italy, regions of Italy. With 4. ...
.
Reception
Box office
''Ocean’s Twelve'' was released theatrically on December 10, 2004, and grossed $39.2 million in its opening weekend in the United States and Canada, debuting at number one at the box office. The film went on to earn $125.5 million domestically and $237.4 million in international markets, for a worldwide total of $362.9 million. While not matching the box office performance of its predecessor,
''Ocean's Eleven'', the sequel was still considered a commercial success and ranked among the top ten highest-grossing films of 2004.
Critical response
On
Rotten Tomatoes
Rotten Tomatoes is an American review aggregator, review-aggregation website for film and television. The company was launched in August 1998 by three undergraduate students at the University of California, Berkeley: Senh Duong, Patrick Y. Lee ...
, ''Ocean’s Twelve'' holds an approval rating of 55% based on 188 reviews, with an average rating of 5.9/10. The site's consensus reads: "While some have found the latest star-studded heist flick to be a fun, glossy star vehicle, others declare it's lazy, self-satisfied and illogical." On
Metacritic
Metacritic is an American website that aggregates reviews of films, television shows, music albums, video games, and formerly books. For each product, the scores from each review are averaged (a weighted average). Metacritic was created ...
, the film has a weighted average score of 58 out of 100, based on 39 critics, indicating "mixed or average reviews". Both aggregate scores marked the lowest critical reception among the films in the ''
Ocean's''
franchise. According to
CinemaScore
CinemaScore is an American market research firm based in Las Vegas. It surveys film audiences to rate their viewing experiences with letter grades, reports the results, and forecasts box office receipts from the data.
Background
Ed Mintz, who ...
, audiences gave the film an average grade of "B−" on an A+ to F scale, also the lowest of the series.
Critics were divided in their assessments. Some praised the film’s stylish direction and ensemble chemistry, while others took issue with its convoluted plot and self-referential tone.
''The Washington Post'''s
Stephen Hunter criticized the narrative structure, writing, "It all ends on one of those infuriatingly sloppy notes where, having dramatized narrative events WXYZ for us, which we have taken on good faith, it suddenly and arbitrarily delivers narrative events STUV, which completely invalidate events WXYZ."
''
Newsweek
''Newsweek'' is an American weekly news magazine based in New York City. Founded as a weekly print magazine in 1933, it was widely distributed during the 20th century and has had many notable editors-in-chief. It is currently co-owned by Dev P ...
'' described the film as "studied hipness" that "borders on the smug," despite the cast appearing to enjoy themselves.
Claudia Puig of
''USA Today'' quipped, "At the rate things are going, all of Hollywood will put in about a day's work on ''Ocean's Seventeen''."
''Entertainment Weekly'' included the film in its list of "The 25 Worst Sequels Ever Made," citing its lack of narrative cohesion and overreliance on celebrity charm.
In contrast,
Roger Ebert
Roger Joseph Ebert ( ; June 18, 1942 – April 4, 2013) was an American Film criticism, film critic, film historian, journalist, essayist, screenwriter and author. He wrote for the ''Chicago Sun-Times'' from 1967 until his death in 2013. Eber ...
of the
''Chicago Sun-Times'' offered a more favorable view, awarding the film three out of four stars. He praised its wit, tone, and style, writing: "The movie is all about behavior, dialogue, star power and wiseass in-jokes. I really sort of liked it." Director
Steven Soderbergh
Steven Andrew Soderbergh ( ; born January 14, 1963) is an American film director, producer, screenwriter, cinematographer, and editor. A pioneer of modern Independent film, independent cinema, Soderbergh later drew acclaim for formally inventiv ...
has since stated that ''Ocean’s Twelve'' is his personal favorite among the trilogy.
Accolades
Soundtrack
The original soundtrack to ''Ocean's Twelve'' was released by
Warner Bros. Records on December 7, 2004.
David Holmes returned to compose the music for the film and won a
BMI award.
Holmes' songs "Amsterdam" and "I Love Art...Really!" were released as singles and do not appear on the commercial soundtrack LP. "The Real Story" is different in the film, which uses "Rito a Los Angeles" by Peppino de Luca, featuring part of the main riff of "
In-A-Gadda-Da-Vida". The album also lacks "Thé à la Menthe" performed by
La Caution, used during the Night Fox "laser-dance" sequence, "Margaret" by Giuseppe De Luca, which plays as the group are escorted from the police station, and "El Capitalismo Foraneo" by Gotan Project, which plays as Lahiri cracks Matsui.
"Ascension to Virginity" was taken from the soundtrack of
the 1968 movie ''Candy'', where it likewise appeared in the
epilogue
An epilogue or epilog (from Greek ἐπίλογος ''epílogos'', "conclusion" from ἐπί ''epi'', "in addition" and λόγος ''logos'', "word") is a piece of writing at the end of a work of literature, usually used to bring closure to the ...
.
''All songs by David Holmes''
# "
L'appuntamento" by
Roberto Carlos,
Erasmo Carlos and
Bruno Lauzi, performed by
Ornella Vanoni – 4:35
# "$165 Million + Interest" (into) "The Round Up" – 5:43
# "L.S.D. Partie" by Roland Vincent – 2:59
# "Lifting the Building" – 2:34
# "10:35 I Turn Off Camera 3" – 2:25
# "Crepuscolo sul mare" by
Piero Umiliani – 2:44
# "What R We Stealing" – 3:21
# "Faust 72" by
Dynastie Crisis – 3:23
# "Stealing the Stock" (into) "Le Renard de Nuit" – 4:53
# "7/29/04 The Day Of" – 3:11
# "Lazy
lbum Version by Yellow Hammer – 4:30
# "Explosive Corrosive Joseph" by John Schroeder – 2:33
# "Yen on a Carousel" – 3:13
# "The Real Story" – 2:55
# "Ascension to Virginity" by
Dave Grusin
Robert David Grusin (born June 26, 1934) is an American composer, arranger, producer, jazz pianist, and band leader. He has composed many scores for feature films and television and has won numerous awards for his soundtrack and record work, incl ...
– 5:05
# "Three 8 Bar Drum Loops" – 1:02
(hidden track)
Sequel
A sequel,
''Ocean's Thirteen'', was released on June 8, 2007, with
Steven Soderbergh
Steven Andrew Soderbergh ( ; born January 14, 1963) is an American film director, producer, screenwriter, cinematographer, and editor. A pioneer of modern Independent film, independent cinema, Soderbergh later drew acclaim for formally inventiv ...
returning as director.
The film serves as the third installment in the ''Ocean’s'' franchise and the concluding chapter of the ''Ocean’s Trilogy''. All principal male cast members reprised their roles, while new additions to the ensemble included
Al Pacino and
Ellen Barkin.
Julia Roberts and
Catherine Zeta-Jones did not return for the sequel.
References
External links
*
*
{{DEFAULTSORT:Ocean's Twelve
2004 films
2004 crime comedy films
2000s American films
2000s English-language films
American sequel films
Films based on works by George Clayton Johnson
Films directed by Steven Soderbergh
Films produced by Jerry Weintraub
Films scored by David Holmes (musician)
Films shot in Lake Como
Films set in Rome
Films set in Sicily
Films shot in Atlantic City, New Jersey
Films shot in Chicago
Films shot in Florida
Films shot in Italy
Films shot in Monaco
Films shot in Paris
Films shot in Rome
Films shot in the Las Vegas Valley
Films shot in Amsterdam
Films with screenplays by George Nolfi
Twelve
Section Eight Productions films
Village Roadshow Pictures films
Warner Bros. films
Films set in Amsterdam
English-language crime comedy films