Ocean's Eleven

Ocean's Eleven
Company type	Film
Industry	Film industry
Founded	2001; 25 years ago
Founder	Steven Soderbergh (director), Ted Griffin (screenwriter)
Products	Film
Parent	Warner Bros. Pictures

Ocean's Eleven is a 2001 American heist comedy film helmed by director Steven Soderbergh and penned by screenwriter Ted Griffin. Serving as a remake of the 1960 original, it marks the inaugural entry in the Ocean's series. The film features a star-studded ensemble cast including George Clooney, Matt Damon, Andy García, Brad Pitt, Julia Roberts, Casey Affleck, Don Cheadle, Scott Caan, Elliott Gould, Bernie Mac, and Carl Reiner. The storyline follows Danny Ocean, a recently freed con artist who orchestrates a complex heist targeting three prominent Las Vegas casinos owned by Terry Benedict, who is romantically involved with Ocean’s former wife, Tess.

Distributed by Warner Bros. Pictures in the United States on December 7, 2001, the movie garnered favorable critical acclaim for its direction, acting performances, and visual style. It achieved significant box office success, earning $450.7 million globally against an $85 million production budget, positioning it as the fifth highest-grossing film released in 2001.

The film’s triumph led to two direct sequels: Ocean's Twelve (2004) and Ocean's Thirteen (2007), both directed by Soderbergh and featuring much of the original cast. Additionally, an all-female spin-off titled Ocean's 8 debuted in 2018.

Plot

After serving four years in a New Jersey prison, professional thief Danny Ocean is released. He reconnects with his former partner Frank Catton at a casino in New Jersey and unveils a scheme to simultaneously rob three major Las Vegas casinos: the Bellagio, the Mirage, and the MGM Grand. Ocean then reunites with Rusty Ryan in Los Angeles, and together they present the plan to affluent associate Reuben Tishkoff in Las Vegas. Motivated by vengeance against Terry Benedict—who demolished Tishkoff’s casino for redevelopment—Tishkoff agrees to bankroll the operation, anticipating more than $150 million to be stored in the casinos’ vaults during an upcoming boxing event.

Ocean and Rusty recruit eight experts: Catton; Saul Bloom, a retired con artist; Basher Tarr, an explosives specialist; Livingston Dell, a surveillance expert; acrobat Yen; pickpocket Linus Caldwell; and the Malloy brothers, Virgil and Turk, who serve as mechanics and drivers. They construct a life-sized replica of the vault for rehearsals and assign each member specific roles to infiltrate the casinos, gather intelligence, and prepare for the heist.

Linus uncovers that Benedict is involved with Ocean’s ex-wife Tess, causing doubts about Ocean’s personal motivations. Despite Rusty’s reservations, Ocean chooses to move forward. After confronting Tess and meeting Benedict—who expels him from his properties—Ocean finalizes his strategy.

On the night of the robbery, Ocean intentionally allows himself to be detained in a secure room without surveillance but with covert support from his team. The crew puts their plan into action: Saul masquerades as a high-roller to persuade Benedict to place a briefcase containing fake jewels (actually explosives) into the vault; Yen is smuggled inside via a service cart; Basher activates an electromagnetic pulse that disables casino power and security systems. Ocean and Linus infiltrate the vault, neutralize guards, and use explosives to breach its interior.

Rusty contacts Benedict with an ultimatum demanding half of the vault’s contents or else total destruction ensues. Benedict complies but soon realizes he has been deceived—the delivery vehicle was a decoy carrying worthless flyers controlled remotely. Although a SWAT team appears to detonate explosives inside the vault destroying cash reserves, video evidence is falsified—the vault floor lacks the Bellagio insignia.

The team had disguised themselves as SWAT officers to extract the money in duffel bags. Ocean returns safely to his secure room; when Benedict confronts him, he lacks any proof of involvement. Tess observes Benedict choosing money over her and decides to leave him. Although Ocean is arrested for violating parole conditions, he manages to reconcile with Tess before being taken away.

Several months later—between three and six—Ocean is released from custody and picked up by Tess and Rusty while Benedict’s men trail them closely behind.

The Eleven

Listed by the sequence in which they join the team:

George Clooney portrays Danny Ocean, a former convict who masterminds the robbery
Bernie Mac plays Frank Catton, a disgraced croupier and seasoned con artist
Brad Pitt is Robert "Rusty" Ryan, Danny's trusted partner in crime
Elliott Gould takes on Reuben Tishkoff, a wealthy ex-casino proprietor and longtime friend of Danny
Casey Affleck and Scott Caan appear as the fraternal twins Virgil and Turk Malloy, serving as mechanics and enforcers
Eddie Jemison acts as Livingston Dell, the team's specialist in electronics and surveillance
Don Cheadle embodies Basher Tarr, the expert in explosives
Qin Shaobo features as "The Amazing" Yen, an agile acrobat
Carl Reiner plays Saul Bloom, an elderly con man with a wealth of experience
Matt Damon portrays Linus Caldwell, a skilled pickpocket

The Casino

Andy García appears as Terry Benedict, the proprietor of the trio of casinos targeted by the crew
Julia Roberts is Tess Ocean, Danny’s former wife and an art curator at the Bellagio casino
Scott L. Schwartz plays Bruiser, one of Benedict’s hired muscle
Michael DeLano acts as Frank Walsh, Benedict’s casino manager and second-in-command
Richard Reed portrays Bucky Buchanan, who has past connections with Saul Bloom
David & Larry Sontag appear as "The Power Twins," bodyguards employed by Benedict

Cameos

Five actors from television make appearances as themselves receiving poker lessons from Rusty:
Additional notable cameo appearances include:
- Jerry Weintraub portraying high-stakes gambler Denny Shields
- Performers and personalities such as Siegfried & Roy, Wayne Newton, Henry Silva, Angie Dickinson, Eydie Gormé, Steve Lawrence, boxers Wladimir Klitschko, Lennox Lewis, commentator Larry Merchant, and sportscaster James Lampley

Development

Producer David Permut initially planned to remake the 1960 film Ocean's 11 back in 1987; however, that effort did not progress. By January 2000, Variety announced that Warner Bros. was moving forward with a contemporary adaptation directed by Steven Soderbergh, with George Clooney, Brad Pitt, and Julia Roberts attached to star.

The screenplay, penned by Ted Griffin, reimagines the classic multi-casino heist within a modern Las Vegas backdrop. Central to the plot is a fictional electromagnetic pulse device dubbed "the pinch," which draws inspiration from the actual Sandia Z-pinch. Nonetheless, experts criticized the film’s portrayal of this device as scientifically inaccurate and exaggerated.

Casting

During early casting stages, Johnny Depp was considered for the role of Linus Caldwell. Meanwhile, brothers Luke and Owen Wilson were approached to portray the Malloy twins but declined due to scheduling conflicts with The Royal Tenenbaums (2001). Other actors considered included Mike Myers, Bruce Willis, Ewan McGregor, Alan Arkin, and Ralph Fiennes, though all eventually withdrew. In a 2007 interview, Willis expressed regret over declining the role of Terry Benedict, citing concerns about character development at that time.

The Coen brothers (Joel and Ethan Coen) were briefly considered for directing the Malloy twins before Soderbergh ultimately cast Scott Caan and Casey Affleck. Originally, Mark Wahlberg was cast as Linus Caldwell but exited to star in Tim Burton's Planet of the Apes, leading to his replacement by Matt Damon. George Clooney’s commitment to this film caused him to turn down a lead role in Unfaithful.

Although Don Cheadle portrayed Basher Tarr, he went uncredited in the final release due to disagreements over billing and requested his name be removed.

Filming

Principal photography took place from February 11 through June 7, 2001, predominantly in Las Vegas, with supplementary footage captured in New Jersey, Chicago, Los Angeles, Florida, and Burbank, California. Due to producer Jerry Weintraub’s connection with Bellagio proprietor Kirk Kerkorian, the production secured permission to shoot on-site at the Bellagio casino, where the cast also resided during filming.

Music

"Cha Cha Cha" written by James D'Angelo, Leo Johns, Jimmy Kelleher, Marc Lanjean, Henri Salvador, Marcel Stellman; performed by Jimmy Luxury and The Tommy Rome Orchestra
"The Projects" composed by Dan Nakamura, Paul Huston, Tarin Jones, Trugoy The Dove; performed by Handsome Boy Modeling School featuring De La Soul and Del
"Papa Loves Mambo" by Al Hoffman, Dick Manning, Bickley Reichner; performed by Perry Como
"Take My Breath Away" created by Giorgio Moroder and Tom Whitlock; performed by Berlin
"Spirit in the Sky" both written and performed by Norman Greenbaum
"Blues in the Night" penned by Harold Arlen and Johnny Mercer; performed by Quincy Jones
"Caravan" composed by Duke Ellington and Juan Tizol; performed by Arthur Lyman
"A Little Less Conversation" written by Billy Strange and Mac Davis; performed by Elvis Presley
"Gritty Shaker," written and performed by David Holmes
"Spanish Flea" composed by Julius Wechter; performed by Powerpack Orchestra
"Misty" composed by Erroll Garner; performed by Liberace
"Dream, Dream, Dream" written by Jimmy McHugh, Jean Pierre Mottier, Mitchell Parish, Jeannine Melle; performed by Percy Faith and His Orchestra
"Moon River" created by Henry Mancini and Johnny Mercer; performed by Liberace
"Theme From A Summer Place" composed by Max Steiner
"Theme for Young Lovers" both composed and performed by Percy Faith and His Orchestra
"69 Police" written by David Holmes, Phil Mossman, Darren Morris, Aldo Tagliapietra, Stanley Walden, Giovanni Smeraldi; performed by David Holmes (a remix of Le Orme's "Ad Gloriam")
"Clair de Lune" originally composed for solo piano by Claude Debussy, orchestrated by Lucien Cailliet; performed by The Philadelphia Orchestra under conductor Eugene Ormandy

Box office

With an estimated production cost near $85 million, Ocean's Eleven premiered in the United States on December 7, 2001. It garnered around $38.1 million during its initial weekend, debuting at number one domestically and unseating Harry Potter and the Philosopher's Stone. This achievement established a new benchmark for December opening weekends, surpassing the previous record set by What Women Want. The record stood for two weeks until surpassed by The Lord of the Rings: The Fellowship of the Ring.

The film marked the highest opening weekend for both Brad Pitt and Julia Roberts up to that point, exceeding their prior records from Interview with the Vampire (1994) and Runaway Bride (1999), respectively. For George Clooney, it represented his third-best domestic opening at that time. Ocean’s Eleven achieved a total gross of $183.4 million in North America alongside $267.3 million internationally, culminating in $450.7 million worldwide. It remained Clooney’s top-grossing film until the release of Gravity in 2013.

Critical reception

On the review aggregator site Rotten Tomatoes, Ocean’s Eleven boasts an approval rating of 83% derived from 188 critiques, with an average score of 7 out of 10. The critical consensus describes it as "a brisk, clever, and engaging film that delivers a satisfying dose of popcorn entertainment." Meanwhile, Metacritic assigns the film a weighted average score of 74 out of 100 based on 35 reviews, signifying "generally favorable reviews." Viewer feedback collected by CinemaScore resulted in a "B+" grade.

People praised the movie as "sheer enjoyment from beginning to end," including it among its Best of Screen selections for the year. Newsweek commended its spirited approach, acknowledging that although director Steven Soderbergh has created more profound works, this lighthearted heist film stands out. Conversely, Richard Corliss from Time expressed a less enthusiastic opinion, suggesting the film "offers little more" than superficial appeal.

In a 2008 poll conducted by readers of Empire, Ocean’s Eleven was placed at number 500 on the list titled The 500 Greatest Movies of All Time. Entertainment Weekly singled out the main heist scene as "the decade’s most captivating robbery sequence." By 2025, it was ranked 71st in The New York Times’ compilation of "The 100 Best Movies of the 21st Century" and secured the 57th spot in its "Readers' Choice" edition.

Don Cheadle faced criticism regarding his portrayal of Basher Tarr due to an unconvincing Cockney accent. Cheadle later acknowledged these remarks with humor, mentioning his attempts and subsequent changes in representation following the response.

Accolades

Award	Ceremony Date	Category	Recipient(s)	Outcome
National Board of Review	5 December 2001	Top Ten Films	Ocean’s Eleven	won
Online Film Critics Society	2 January 2002	Best Ensemble	Cast of Ocean’s Eleven	Template:Nom
Online Film Critics Society	2 January 2002	Best Original Score	David Holmes	Template:Nom
Critics' Choice Movie Awards	11 January 2002	Best Acting Ensemble	Ocean’s Eleven	Template:Nom
Satellite Awards	19 January 2002	Best Supporting Actor	Carl Reiner	Template:Nom
Art Directors Guild	15 February 2002	Excellence in Production Design – Contemporary Film	Keith P. Cunningham, Blair Huizingh, Philip Messina, Robert Woodruff	Template:Nom
Costume Designers Guild	16 March 2002	Excellence in Contemporary Film Costume Design	Jeffrey Kurland	Template:Nom
MTV Movie & TV Awards	1 June 2002	Best On-Screen Team	Principal cast of Ocean’s Eleven	Template:Nom
Teen Choice Awards	19 August 2002	Choice Movie Actor: Drama/Action Adventure	Brad Pitt	Template:Nom
		Choice Movie Villain	Andy García	Template:Nom
		Choice Breakout Movie Actor	Shaobo Qin	Template:Nom
Casting Society	17 October 2002	Outstanding Achievement in Casting – Big Budget Feature (Comedy)	Debra Zane	Template:Nom
Empire Awards	5 February 2003	Best Director	Steven Soderbergh	Template:Nom
César Awards	22 February 2003	Best Foreign Film	'Ocean’s Eleven'	'Template:Nom'

Home media

Ocean’s Eleven became available on VHS and DVD in Region 1 starting May 7, 2002. This home release included exclusive behind-the-scenes footage, interviews with the cast and crew, as well as commentary tracks provided by director Steven Soderbergh and screenwriter Ted Griffin.

Sequels

Steven Soderbergh returned to helm two direct sequels: Ocean's Twelve (2004) and Ocean's Thirteen (2007), which together form the complete Ocean's Trilogy. The majority of the original principal cast reprised their characters in both follow-up films.

A spin-off titled Ocean's 8, featuring an all-female ensemble cast, premiered on June 8, 2018. This project was developed by producer Jerry Weintraub, Soderbergh, and George Clooney, with direction by Gary Ross, who co-authored the screenplay alongside Olivia Milch. The ensemble starred Sandra Bullock as Debbie Ocean, sister to Danny Ocean, and included Cate Blanchett, Helena Bonham Carter, Anne Hathaway, Sarah Paulson, Rihanna, Mindy Kaling, and Awkwafina.

Other adaptations

Between 2011 and 2012, the Japanese theatrical group Takarazuka Revue presented a musical version of Ocean’s Eleven, performed by its Star Troupe at both the Takarazuka Grand Theater and the Tokyo Takarazuka Theater. The cast featured Reon Yuzuki portraying Danny Ocean, Nene Yumesaki as Tess Ocean, and Shio Suzumi in the role of Rusty Ryan.

In India, the 2014 Bollywood heist film Happy New Year was inspired narratively by Ocean’s Eleven. Directed by Farah Khan, it starred Shah Rukh Khan as a thief who assembles a team to enter a dance competition with the goal of robbing a vault in Dubai.

External links

Ocean's Eleven at The Numbers