Ocean's Twelve

Ocean's Twelve

Company type	Film
Industry	Motion picture
Founded	2004 (2004)
Founder	Steven Soderbergh (director), George Nolfi (screenwriter)
Headquarters	United States
Products	Film
Parent	Warner Bros. Pictures

Ocean's Twelve is a 2004 American heist comedy film directed by Steven Soderbergh with a screenplay by George Nolfi. Serving as the second chapter in the Ocean's trilogy, it continues the narrative from Ocean's Eleven (2001). The film features a star-studded ensemble cast including George Clooney, Brad Pitt, Matt Damon, Catherine Zeta-Jones, Andy García, Don Cheadle, Bernie Mac, Julia Roberts, among others. The storyline follows Danny Ocean and his team as they reunite to execute intricate heists throughout Europe, while contending with Terry Benedict and a rival thief known as the Night Fox.

Distributed by Warner Bros. Pictures in the United States on December 10, 2004, the movie garnered mixed critical reactions—reviewers lauded its stylish presentation and the chemistry among the cast but criticized its convoluted plot. Financially, it performed well, accumulating $362.9 million globally and ranking as the tenth highest-grossing film of 2004.

The series progressed with Ocean's Thirteen (2007), again directed by Soderbergh and featuring most of the original actors. A spin-off titled Ocean's 8, starring an all-female lead ensemble, debuted in 2018.

Plot

Three years following the Bellagio heist, Terry Benedict locates all eleven members of Danny Ocean’s team, demanding repayment of the $160 million stolen plus $38 million in interest within a fortnight, threatening incarceration or worse.

With their finances exhausted, the crew relocates to Amsterdam to plan a heist beyond U.S. jurisdiction. Saul opts out due to his age. An informant named Matsui alerts them about the first-ever issued stock certificate, which has already been claimed by a rival thief called the “Night Fox.” Europol detective Isabel Lahiri, who shares a past relationship with Rusty Ryan, investigates and suspects Rusty's involvement, cautioning that Night Fox and his mentor, master thief Gaspar LeMarc, pose formidable opposition.

The Night Fox is revealed as François Toulour, an affluent French baron who resents LeMarc’s implication that Danny Ocean might surpass him. Toulour admits to exposing the crew’s identities to Benedict and orchestrating their recruitment through Matsui. He proposes a challenge to Danny: steal the Imperial Coronation Fabergé egg in Rome in exchange for erasing their debt.

Ocean’s team devises a plan to replace the egg with a holographic duplicate during its exhibition in Rome. Toulour disrupts this scheme by sending surveillance footage to Lahiri, resulting in most of the crew’s arrest. Linus, Basher, Turk, and Saul attempt an alternative plan involving Tess Ocean impersonating a pregnant Julia Roberts to gain access to the egg but are thwarted when Lahiri intervenes unexpectedly with support from Bruce Willis. The remaining members are detained.

As Linus faces extradition proceedings, his escorting FBI agent is revealed to be his mother, who secures the crew’s release and confronts Lahiri about forged Europol documents, warning that her superior demands her immediate return to Amsterdam.

Later, Danny and Tess visit Toulour, who boasts about stealing the egg using acrobatic skills to bypass security measures. Danny reveals that his team had already secured the real egg during transport after being tipped off by LeMarc. A flashback shows LeMarc offering them an opportunity to outsmart Toulour and reclaim the egg he had previously stolen and returned at his wife’s request. Toulour admits defeat and transfers funds to repay Benedict.

Rusty brings Lahiri to a safe house where she is reunited with her estranged father—LeMarc. The crew settles their debt with Benedict and pledges to avoid his casinos; Toulour watches covertly, brooding over his loss.

Additional Characters

• Catherine Zeta-Jones portrays Isabel Lahiri, an investigator with Europol
• Andy García appears as Terry Benedict, affluent casino proprietor from Ocean's Eleven
• Vincent Cassel plays Baron François Toulour, a famed European expert thief
• Eddie Izzard acts as Roman Nagel, a skilled con artist recruited by the crew
• Robbie Coltrane features as Ian Nicholas McNally (Matsui), an informant linked to Danny
• Cherry Jones takes on the role of FBI Agent Molly Star
• Albert Finney appears uncredited as Gaspar LeMarc, a legendary master thief
• Jeroen Krabbé assumes the role of Van Der Woude
• Candice Azzara plays Saul Bloom’s girlfriend
• Jared Harris acts as Basher’s engineer

Cameo Appearances

• Bruce Willis makes an uncredited appearance as himself
• Topher Grace appears uncredited as himself
• Jerry Weintraub features uncredited in the role of Denny Shields

Development

After the commercial and critical acclaim garnered by Ocean's Eleven (2001), Warner Bros. greenlit a follow-up film with Steven Soderbergh returning as director alongside most of the original cast. Screenwriter George Nolfi broadened the narrative scope by relocating the story to Europe and introducing fresh characters, while preserving the ensemble heist structure. Adjustments to the script were made during pre-production to incorporate Julia Roberts’ pregnancy into the storyline.

Casting

The sequel saw the return of all key performers from Ocean’s Eleven, including George Clooney, Brad Pitt, Matt Damon, Andy García, Don Cheadle, Bernie Mac, Julia Roberts, Casey Affleck, Scott Caan, Eddie Jemison, Carl Reiner, and Elliott Gould. New cast members featured Catherine Zeta-Jones in the role of Europol detective Isabel Lahiri and Vincent Cassel portraying François Toulour, also known as the "Night Fox." Additionally, Bruce Willis made a cameo appearance playing himself within a meta-narrative subplot.

Filming

Principal photography took place in 2003 at multiple international locations. In the United States, filming occurred in cities including Atlantic City, New Jersey, St. Petersburg, Florida, and Las Vegas, with scenes shot at the renowned Bellagio Hotel. Additional shooting was conducted in Chicago.

European production spanned three weeks in the Netherlands, using sites such as the KattenKabinet, Hotel Pulitzer, and the city hall of The Hague. Scenes set in Paris were filmed at locations including the Sorbonne, the Australian Embassy, and the railway station Gare du Nord. The casino in Monte Carlo, Monaco, was also featured. Italian filming locations encompassed Villa Erba on Lake Como, along with sequences shot in Rome and Castellammare del Golfo in Sicily.

Box Office

Ocean’s Twelve debuted on December 10, 2004, earning $39.2 million across its opening weekend domestically and securing first place at the box office. It accumulated $125.5 million within the U.S. and Canada markets and generated $237.4 million internationally, culminating in a global total of $362.9 million. While it did not exceed its predecessor’s box office performance, it achieved commercial success and ranked among the top ten highest-grossing films of 2004.

Critical response

On Rotten Tomatoes, Ocean’s Twelve has garnered a 55% approval rating from 188 reviews, with an average score of 5.9 out of 10. The site's consensus highlights that while some viewers appreciated the star-filled heist film for its slickness and entertainment value, others found it lacking in effort and coherence. Meanwhile, Metacritic assigns the movie a score of 58 out of 100 based on 39 critic assessments, reflecting "mixed or average reviews." These ratings mark the lowest critical acclaim within the Ocean's series. Audience feedback via CinemaScore resulted in a "B−" grade, also the franchise's lowest.

Critical opinions were split: certain reviewers commended the film's stylish execution and the dynamic among its cast, whereas others faulted its complicated storyline and self-aware approach. The Washington Post's Stephen Hunter took issue with the plot structure, arguing it undermined previous developments. Newsweek characterized the movie as an exercise in calculated coolness that verged on arrogance despite the cast's evident enjoyment. Claudia Puig from USA Today humorously remarked on Hollywood’s rapid production of sequels, while Entertainment Weekly ranked it among "The 25 Worst Sequels Ever Made," citing weak story coherence and excessive dependence on star appeal.

Conversely, Roger Ebert of the Chicago Sun-Times awarded it three out of four stars, lauding its cleverness, tone, style, and ensemble cast. Director Steven Soderbergh has identified Ocean’s Twelve as his favorite installment within the trilogy.

Accolades

Award	Ceremony Date	Category	Nominees	Outcome	Template:Refh
Critics' Choice Movie Awards	January 10, 2005	Best Acting Ensemble	Don Cheadle, George Clooney, Matt Damon, Andy García, Bernie Mac, Brad Pitt, Julia Roberts, and Catherine Zeta-Jones	Template:Nom
Costume Designers Guild	February 19, 2005	Excellence in Contemporary Film	Milena Canonero	Template:Nom
NAACP Image Awards	March 19, 2005	Outstanding Supporting Actor in a Motion Picture	Don Cheadle	Template:Nom
BET Awards	June 28, 2005	Best Actor	Don Cheadle (also recognized for Hotel Rwanda and After the Sunset)	Template:Nom

Soundtrack

The soundtrack for Ocean's Twelve was issued by Warner Bros. Records on December 7, 2004. Composer David Holmes reprised his role, receiving a BMI accolade for his work.

Holmes' tracks "Amsterdam" and "I Love Art...Really!" are excluded from the official soundtrack release. The movie also incorporates several songs not featured on the album, such as "Rito a Los Angeles" by Peppino de Luca, "Thé à la Menthe" by La Caution, "Margaret" by Giuseppe De Luca, and "El Capitalismo Foraneo" by Gotan Project.

The piece "Ascension to Virginity," originally from the 1968 film Candy, is played during the movie’s closing segment.

All compositions by David Holmes

1. "L'appuntamento" written by Roberto Carlos, Erasmo Carlos, and Bruno Lauzi, performed by Ornella Vanoni – 4:35
2. "$165 Million + Interest" (leading into) "The Round Up" – 5:43
3. "L.S.D. Partie" by Roland Vincent – 2:59
4. "Lifting the Building" – 2:34
5. "10:35 I Turn Off Camera 3" – 2:25
6. "Crepuscolo sul mare" by Piero Umiliani – 2:44
7. "What R We Stealing" – 3:21
8. "Faust 72" by Dynastie Crisis – 3:23
9. "Stealing the Stock" (leading into) "Le Renard de Nuit" – 4:53
10. "7/29/04 The Day Of" – 3:11
11. "Lazy [Album Version]" by Yellow Hammer – 4:30
12. "Explosive Corrosive Joseph" by John Schroeder – 2:33
13. "Yen on a Carousel" – 3:13
14. "The Real Story" – 2:55
15. "Ascension to Virginity" by Dave Grusin – 5:05
16. "Three 8 Bar Drum Loops" – 1:02 (hidden track)

Sequel

Ocean's Thirteen, the third and final chapter of the Ocean’s Trilogy, premiered on June 8, 2007, with Steven Soderbergh returning to direct. The original leading male actors all resumed their roles, while new cast members Al Pacino and Ellen Barkin joined the ensemble. However, Julia Roberts and Catherine Zeta-Jones did not participate in this installment.