accessAtlanta

Grade: B-

Verdict: A lot of slickness and pretty, signifying nothing.

By LESLIE GRAY STREETER
Palm Beach Post

If "Ocean's 12," Steven Soderbergh's follow-up to his mega-stylish caper hit "Ocean's 11," were a person, it would be a mighty fine man.

And you would be instantly drawn to his sly smile, silky wink and skillful whisperings of sweet and clever nothings. But even as you enjoyed his smooth company, you'd wind up feeling a little, well, used, because you would know, in your smitten little heart, that the dreamboat's smile and the wink and the cleverness masked a big pretty pile of nothing.

And the most bitter pill of all to swallow? He knows that you know he's full of it.

But he's so fine, and your memories of what he used to be are so sweet, that he knows he doesn't even have to try. And not only is he an arrogant son of a biscuit, he's pretty much right.

It's not that "Ocean's 11," the remake of the swinging-est of Rat Pack flicks, was what you'd call high art. The artfully shot shenanigans of master thief Danny Ocean (George Clooney), sidekicks Rusty Ryan (Brad Pitt), Linus Caldwell (Matt Damon), Frank Catton (Bernie Mac) and their seven other larcenous buddies was basically an excuse for Soderbergh to parlay his "Sex Lies and Videotape" and "The Limey" street cred, as well as his Oscar-bait "Traffic" and "Erin Brockovich" cache, into a highly stylized party.

The plot was simple -- Ocean and 10 associates stole $160 million from the Las Vegas casino vaults of wealthy weasel Terry Benedict (Andy Garcia), who just happened to have been dating Ocean's estranged wife, Tess (Julia Roberts.) It was a sharply edited, sublimely scored, criminally pretty in-joke, a ring-a-ding two-hour party. But we didn't care, as long as we got to be in on the joke.

Sadly, this time, the joke seems to be on the audience.

It starts off promisingly -- three years after the heist, each of our 11 friends is visited, with an increasingly menacing tone, by Benedict, who's understandably miffed and wants his money back. All of it. With interest. Or else.

After a quick reunion, the gang realizes that they're millions and millions short, and devise an ambitious scheme involving a Faberge egg, more lying, disguises and stylish derring-do. At first, it feels like the first time -- Clooney's Ocean is still disarmingly dishonest but so darned charming, Pitt's Rusty is still a squirrelly flim-flammer, and Frank is still doing his dry, disapproving shtick.

The stars reportedly had the time of their lives making it, hanging out at Clooney's Italian villa, and you can see their ease with each other.

But there's a laziness, as well as a cloud of being excluded from the fun. Soderbergh and screenwriter George Nolfi offer up an incoherent, convoluted storyline and many wink-wink-nudge-nudge cameos that, while incredibly cool, do little to advance the plot. If you can't follow the plot, you can't be in on the fun. Didn't the first one promise us that? What's going on?

All the actors are OK, entirely too good for the proceedings. Damon, particularly, actually bothers to find a deeper character motivation -- his Linus is a second-generation con man who's almost as nervous about his parents finding out that he's blundered as he is about Benedict killing him.

Catherine Zeta-Jones does little but be alternately sad, outraged and pretty as Rusty's ex-lover and an agent hot on the gang's trail, and a lot of other attractive people show up, say goofy things and then wander away, presumably for an off-camera happy hour at George's place.

It's all gorgeous, light and harmless. It would go down a lot easier if anyone involved seem to care if it was good for us, too.