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Ocean's Thirteen
Directed by Steven Soderbergh
Produced by Jerry Weintraub
Written by Brian Koppelman
David Levien
Narrated by George Clooney
Starring George Clooney
Brad Pitt
Matt Damon
Andy Garcia
Don Cheadle
Bernie Mac
with Ellen Barkin
and Al Pacino
Casey Affleck
Scott Caan
Eddie Izzard
Eddie Jemison
Shaobo Qin
with Carl Reiner
and Elliott Gould
Music by David Holmes
Cinematography Steven Soderbergh
Editing by Stephen Mirrione
Studio Village Roadshow Pictures
Distributed by Warner Bros. Pictures
Release date(s) June 8, 2007
Running time 113 minutes
Country United States
Language English
Budget $85,000,000
Gross revenue $311,312,624
Preceded by Ocean's Twelve

Ocean's Thirteen is a 2007 heist film directed by Steven Soderbergh and starring an ensemble cast. It is the third [1] in the Soderbergh series following the 2004 sequel Ocean's Twelve and the 2001 film Ocean's Eleven, which itself was a remake of the 1960 Rat Pack film of the same name. All of the cast members reprised their roles from the previous installments except for Julia Roberts and Catherine Zeta-Jones. Al Pacino and Ellen Barkin joined the cast as their new targets.

The film was screened out of competition at the 2007 Cannes Film Festival.[2] It was released on June 8, 2007 in the United States[3] and in several countries in the Middle East on June 6.[4] Filming began in July 2006 in Las Vegas and Los Angeles, based on a script by Brian Koppelman and David Levien.[5]


Plot summary

Reuben Tishkoff (Elliott Gould), in an attempt to legitimize himself in his later years, is conned by his business partner and ruthless businessman, Willy Bank (Al Pacino) when Bank forces Tishkoff to sign over the ownership rights of the new hotel casino they were building together. Reuben suffers a heart attack from the revelation and becomes bed-ridden. Danny Ocean (George Clooney), after attempting to negotiate with Bank, gathers up his partners in crime and plan to completely ruin Bank on the night of the opening of the casino, "The Bank", as a way to get revenge for Reuben.

They decide to do so in two ways. First, they plan to prevent Bank's new hotel from winning the prestigious "Five Diamond Award," awarded by the Royal Review board to top hotels. Bank already has several, and keeps four necklaces with five diamonds (one for each Five Diamond Award) in a secure display case near the top of the hotel. They have Saul Bloom (Carl Reiner) act as one of the Royal Review board reviewers, while they make sure that the real reviewer (David Paymer) is treated poorly at the hotel as to ruin its reputation. Secondly, the group schemes to rig many of the slot machines and gambling games to pay out, planning to have the house lose over $500 million dollars so that Bank would lose control of the hotel to the board. However, to do this, the group must overcome "The Greco", a state-of-the-art artificial intelligence that monitors biofeedback of players so it can effectively detect cheating on the gambling floor; they do this by tricking Bank to carry a cell phone with a magnetron, created by a technical expert Roman Nagel (Eddie Izzard), into the Greco's mainframe which disrupts the detection. To ensure guests leave with their payouts, the group plans to simulate an earthquake via a giant tunnel boring machine. A problem arises when the drill breaks down, and the group is forced to turn to Ocean's nemesis, Terry Benedict (Andy Garcia), to secure funds for a new machine. In addition to being paid, Benedict will only put up the money if the group steals Bank's Five Diamond awards and warns Danny and Rusty that anyone of them that tries to trick him will be dead. The group had considered stealing them earlier, but had determined it to be near impossible. With no other options, the group agrees, planning to have Linus (Matt Damon) seduce Bank's assistant, Abigail Sponder (Ellen Barkin), in order to gain access to the display and switch out the diamonds with fakes.

As the team prepares to execute their plan, the group sends their deepest wishes to Reuben, and he is able to recover in time to see Danny's plan in action. The plans go momentarily awry when the Federal Bureau of Investigation shows up, tipped off on plans to rig one of the gambling table's card shuffling machines by Livingston (Eddie Jemison), one of Danny's gang. Basher (Don Cheadle) takes on the impromptu role of a stuntman to distract Bank long enough so that Virgil (Casey Affleck) and Turk Malloy (Scott Caan) can hack into the database and alter the pictures and names of the group. FBI agents still arrest Linus, however, but it is revealed the arresting agent is his father, Bobby Caldwell (Bob Einstein), who is in on the plan and plans to help Linus make off with the Five Diamond Awards. However, as they wait for helicopter transport, François Toulour the "Night Fox" (Vincent Cassel) arrives and takes the goods before departing, still angry at losing the previous challenge to Danny. A helicopter piloted by Basher soon arrives, and Linus, Bobby and Basher use it to extract the entire display case containing the Awards from its moorings, and Toulour quickly discovers he was duped. The remainder of the plan goes off, and as the guests flee the shaking hotel, Ocean reveals himself to Bank. Bank threatens to send people after Danny and his crew. However, Danny points out that Bank's history has made him several enemies, and it is unlikely that anyone will help him at all; as Ocean puts it when Bank threatens him: "Well, first: I know all the guys that you'd hire to come after me--they like me better than you."

In the film's denouement, the group uses the money to buy Reuben a deed to a property north of the Las Vegas Strip to convert to his own casino. Danny also informs Benedict that he was aware that Benedict hired Toulour to interfere with the plans, and has thus had his share of the winnings donated to charity in his name. Finally, as the group goes their separate ways, Rusty (Brad Pitt) ensures that the real Royal Review reviewer is paid back for what they had to make him endure by allowing him to win an $11 million jackpot on a rigged slot machine at the airport.



The Thirteen

  1. George Clooney as Danny Ocean
  2. Brad Pitt as Rusty Ryan
  3. Matt Damon as Linus Caldwell/Lenny Pepperidge
  4. Bernie Mac as Frank Catton
  5. Elliott Gould as Reuben Tishkoff
  6. Casey Affleck as Virgil Malloy
  7. Scott Caan as Turk Malloy
  8. Eddie Jemison as Livingston Dell
  9. Don Cheadle as Basher Tarr/Fender Roads
  10. Shaobo Qin as "The Amazing" Yen/Mr. Weng
  11. Carl Reiner as Saul Bloom/Kensington Chubb
  12. Andy Garcia as Terry Benedict
  13. Eddie Izzard as Roman Nagel

Julia Roberts and Catherine Zeta-Jones declined to reprise their roles as Tess Ocean and Isabel Lahiri, their absence being explained by Danny, who repeatedly states "It's not their fight."



Box office

The film did well on its first weekend, reaching the top spot at the North American box office. Despite being opened in 250 more theaters than Ocean's Twelve, it had a slightly weaker opening weekend than the former, pulling in $36 million, compared to Twelve's $39 million opening weekend.[6][7] As of December 30, 2007, Ocean's Thirteen has taken in $117.2 million in the U.S. alone. Overseas the film has made $194.2 million pushing its total worldwide gross to $311.4 million.[8]


Critical reception to the movie has generally been positive with some critics liking the movie's style while others criticized it for being overly complex. Joel Siegel, in what would turn out to be his last review for Good Morning America, stated that if it had been the first movie, there still would have been a sequel. On the movie website Rotten Tomatoes, the movie has received an overall 70% score, while on Yahoo! Movies it garnered an average B grade.[9][10] In his review for New York, David Edelstein wrote, "As the plotting gets knottier, his technique gets more fluid—the editing jazzier, the colors more luscious, the whip-pans more whizbang. It’s all anchored by Clooney, looking impudent, roguish, almost laughably handsome".[11] Manohla Dargis, in her review for the New York Times, wrote, "Playing inside the box and out, he has learned to go against the grain while also going with the flow. In Ocean’s Thirteen he proves that in spades by using color like Kandinsky and hanging a funny mustache on Mr. Clooney’s luscious mug, having become a genius of the system he so often resists".[12] However, Roger Ebert wrote, in his review for the Chicago Sun-Times, "Ocean's Thirteen proceeds with insouciant dialogue, studied casualness, and a lotta stuff happening, none of which I cared much about because the movie doesn't pause to develop the characters, who are forced to make do with their movie-star personas".[13] Peter Bradshaw, in his review for The Guardian, wrote, "Sometimes we go to split-screen, and sometimes - whooaaa! - two of the split-screen frames are funkily showing the same thing. It is all quite meaningless. As if in an experimental novel by BS Johnson, the scenes could be reshuffled and shown in any order and it would amount to the same thing. There is no human motivation and no romance".[14]

Home video release

"Ocean's 13" was released on DVD on November 13, 2007 and opened at #3 at the DVD sales chart, selling 945,000 DVD units for $16m in revenue. 2,891,000 DVD units have been sold translating to $47,688,000 in revenue.[15]


  1. ^ ""Ocean's 13" Definitely The Last?". Retrieved June 17, 2007. 
  2. ^ "Festival de Cannes: Ocean's Thirteen". Retrieved 2009-12-20. 
  3. ^ "Movie Insider: Ocean's Thirteen (2007)". Retrieved July 14, 2006. 
  4. ^ "Bahrain Cinema Company homepage". Retrieved June 6, 2007. 
  5. ^ "Ocean's 13 to Start on July 21". Retrieved July 14, 2006. 
  6. ^ ""Ocean's Thirteen" steals No. 1 spot at box office". Yahoo! Entertainment News (Online News). June 10, 2007. Retrieved June 10, 2007. 
  7. ^ Douglas, Edward (June 10, 2007). "The Summer Box Office Gets All Wet". Box Office Mojo (Online News). Retrieved June 10, 2007. 
  8. ^ Ocean's Thirteen (2007)
  9. ^ "Critic Reviews on Yahoo! Movies". Yahoo! Movies (News Corporation). June 10, 2007. Retrieved June 10, 2007. 
  10. ^ "Reviews on the movie's page on Rotten Tomatoes". Rotten Tomatoes (News Corporation). June 10, 2007. Retrieved June 10, 2007. 
  11. ^ Edelstein, David (June 3, 2007). "What Happens in Vegas…". New York. Retrieved June 18, 2008. 
  12. ^ Dargis, Manohla (June 8, 2007). "They Always Come Out Ahead; Bet on It". New York Times. Retrieved June 18, 2008. 
  13. ^ Ebert, Roger (June 7, 2007). "Ocean's Thirteen". Chicago-Sun Times. Retrieved June 18, 2008. 
  14. ^ Bradshaw, Peter (June 8, 2007). "Ocean's Thirteen". The Guardian.,,2097605,00.html. Retrieved June 18, 2008. 
  15. ^

External links


Up to date as of January 14, 2010

From Wikiquote

Ocean's Thirteen is a 2007 film in which Danny Ocean rounds up the boys for a third heist, after casino owner Willy Bank double-crosses one of the original eleven, Reuben Tishkoff.

Directed by Steven Soderbergh. Written by Brian Koppelman and David Levien.
What are the odds of getting even? 13 to one.taglines


Danny Ocean

  • You shook Sinatra's hand. You should know better, Willy.
  • [to Rusty before leaving] You should settle down. Have a couple of kids.

Rusty Ryan

  • Is that...? Are you...? Are you watching Oprah? With wine? [sniffle] Is she really going to give them a new home?
  • [to Danny before he leaves] Next time, try keeping the weight off in between.
  • Could you make it any more complicated?
  • [Referring to Linus' facial prop] Oh I told him that the nose plays... the nose plays.

Linus Caldwell

  • [about his prosthetic nose] It is not a prop for prop's sake!
  • [Linus is talking to his dad on the phone] No, Dad. It will work. [Danny puts his hand out for the phone] No Dad, I won't put Danny on. [Rusty puts his hand out for the phone] Or Rusty.
  • [At the airport, homage to real life] I guess I'll see you when I see you
  • I'm so deep into Pepperage I am him.

Willie Bank

  • You know, you're half smart, Ocean.
  • Oh, I don't lose. People who bet on me to lose lose. And they lose big.
  • I don't want the labor pains, I just want the baby!
  • [To Danny Ocean] Some people I take seriously tell me you are a serious guy.


  • Saul Bloom: When they opened The Flamingo, one day it was closed, the next it was open. End of story. I know, I was there.
  • Saul Bloom: Kensington Chubb here!
  • Reuben Tishkoff: We'll talk about it when I'm dead.
  • Roman Nagel: You're analog players in a digital world. You're done.
  • Roman Nagel You're like the Morecombe and Wise of the theivery world, but even they went off the boil after a while
  • Yen: Shit! Shit! Shit!
  • Saul Bloom: (Talking to Willie Bank as Kensington chubb) Well, so far, this establishment is of, Aces!
  • Willie Bank: Oh, good, The Ace of Diamonds, I hope.


Reuben Tishkoff: So... where's the partner's desk gonna be?
Willie Bank: Oh, there is no partner's desk, Reuben. You're out.
Reuben Tishkoff: What? Are you gonna throw me off the roof?
Willie Bank: Well, I don't want to.

Rusty Ryan: Well, she said she liked surprises...
Danny Ocean: I don't think that is what she meant.
Rusty Ryan: You think?
Danny Ocean: So she dropped the remote...
Rusty Ryan: And I put the towel back on.
Danny Ocean: Well, those are the waters.

Rusty Ryan: So then she says, "What did I do?" and I say, "What do I look like, a pancake eater?"
Danny Ocean: Hmm. So you left it there on the floor?
Rusty Ryan: Right on the floor.
Danny Ocean: Till when?
Rusty Ryan: Next morning.
Danny Ocean: [Nods] Good.

Danny Ocean: What did you say?
Rusty Ryan: What could I say?
Danny Ocean: Nothing.
Rusty Ryan: That's what I said.

Rusty Ryan: Relationships can be...
Danny Ocean: Sure.
Rusty Ryan: But they're also...
Danny Ocean: That's right.

Danny Ocean: That's your idea?
Linus Caldwell: Well, we've shaken all the trees, we've looked under every rock, we've searched every... I mea... We've talked to everybody we can trust. I know it's not a great idea but it is an idea and I think as long as we have one idea we shouldn't give up.
Rusty Ryan: I was really hoping to avoid that this time.

Turk Malloy: I don't care if it gets messy.
Virgil Malloy: I'll drive you. We'll get him leaving his barber.
Livingston Dell: And I'll inject him.
Basher Tarr: And I'll find a spot to get rid of the body.
Rusty Ryan: All valid ideas. Great initiative. But...
Danny Ocean: But...

Danny Ocean: Even though Bank stepped over the line, we need to do what is best for Reuben, which means we offer Bank a "Billy Martin."
Turk Malloy: And, what? He takes it and gets away with it?
Linus Caldwell: Those are the rules.
Basher Tarr: No, those are the rules for someone who understands the rules, which Bank don't. He already broke them. So he don't get the chance.
Frank Catton: For Reuben...I think we give him a chance.

Willie Bank: This town might have changed, but not me. I know people highly invested in my survival, and they are people who really know how to hurt in ways you can't even imagine.
Danny Ocean: Well, I know all the guys that you'd hire to come after me, and they like me better than you.

Danny Ocean: Couldn't we just shut it off, you know, cut the wires?
Roman Nagel: That could work. Even better, you could just kick the plug right out of the socket!
Danny Ocean: I'm serious-
Roman Nagel: No, short of walking in with a bloody magnetron around your neck- You do know what a magnetron is?
Danny Ocean: [pause] Something that screws up the Grecco?
Roman Nagel: Short of that...I...[laughs] I can't believe I am even talking about this, because...this is a problem!
Danny Ocean: That's what I said.
Rusty Ryan: But if we could-
Roman Nagel: No, there is no 'if'! It can not be shut off! I mean, you need a real natural disaster, an act of God!
Rusty Ryan: But if we could beat it-
Roman Nagel: You can't.
Rusty Ryan: But if we could-
Roman Nagel: You can't.
Rusty Ryan: You could.
Roman Nagel: [Gives them a look] Don't flatter.
Danny Ocean: Look, IF we could shut it off, how long would it take to reboot?
Roman Nagel: Because it's so sophisticated, 3 and a half minutes. [Danny and Rusty look at each other]
Danny Ocean: Might be enough.
Rusty Ryan: Pick your natural disaster.

Danny Ocean: They built 'em smaller back then.
Rusty Ryan: They seemed big.
Danny Ocean: Town's changed.

Basher Tarr: [Pretending to be a stunt biker] Mr. Bank. Do you know what Chuck Berry said every night before counting one two three four?
Willie Bank: What did he say?
Basher Tarr: [Lifting a finger up for each word] Pay me my money!

Rusty Ryan: Are you alright?
Danny Ocean: Yeah, um, I just bit into a pepper.
Rusty Ryan: Is that... are you... are you watching Oprah? With a bottle of wine? Did you TiVo this?
Danny Ocean: I was reading the paper.
Rusty Ryan: With the sound at full volume? [They watch the show, where Oprah gives a family a new house]
Danny Ocean: It's...not just the kids. I mean, I'm happy for the kids. [Rusty nods] How's it going in Mexico?
Rusty Ryan: Well, Turk's there. Are they really going to build her a new home?
Danny Ocean: Yeah, for the whole family. [Rusty also starts to sniffle and tear up]

Linus Caldwell: Have you guys been talking to my dad?
Danny Ocean: Why would we do that?
Linus Caldwell: That's not a "no."
Danny Ocean: Look...
Rusty Ryan: He just wanted to know how the nose was working for you.
Linus Caldwell: Oh, I knew it, man! He just can't leave it alone! What did you tell him?
Rusty Ryan: Oh, I told him the nose plays.
Linus Caldwell: The nose does play.
Rusty Ryan: The nose plays.
Danny Ocean: It's great, it's huge.

Terry Benedict: You think this is funny?
Danny Ocean: Well, Terry, it sure as shit ain't sad.

Terry Benedict: [When Danny, Rusty, and Linus ask for his help] Number one: If any of you try to screw with me, you're dead. And I'll be looking into the whole operation. Number two: If I lend you this money, I'm your senior partner, last money in, first money out...And you will double my investment.
Danny Ocean: Double.
Terry Benedict: ...Is that a yes?
Rusty Ryan: Double.
Terry Benedict: [Nods] That monstrosity that Bank calls a hotel casts a shadow over my pool. Break him. Break him in half. The man has no taste. Yet every time he opens a hotel, he wins a Royal Review Board Five Diamond Award. Every time he wins, he celebrates by...
Danny Ocean: We know, by buying one for his wife.
Linus Caldwell: You mean five.
Rusty Ryan: One is five.
Terry Benedict: Number three: I want you to steal the diamonds.
Rusty Ryan: It can't be done.
Linus Caldwell: We don't have the manpower.
Danny Ocean: Or the time.
Rusty Ryan: Or a way in.
Danny Ocean: We get caught, we go away for life! We're not going to risk that just so you can get his diamonds!
Terry Benedict: Oh, I don't want them. I just want him to lose what matters most to him. Do what you want with them. But either you steal the diamonds, [shrugs] or you get somebody else to finance your drill.

Basher Tarr: Read this to Reuben. I've done research: positive messages get through.
Linus Caldwell: I can't say this.
Basher Tarr: No, no, I am saying it, you're just a vessel.
Linus Caldwell: Come on, Basher! Look, why don't you take a brake, I'll watch all the equipment, you go read it to him.
Basher Tarr: You know when they were digging the tunnel they had teams of guys monitoring this.
Linus Caldwell: Yeah? How many?
Basher Tarr: Teams!

Terry Benedict: Think he's gonna fall for this?
Danny Ocean: You did. You ready?
Terry Benedict: I was born ready.
Danny Ocean: [rolls his eyes]

Turk Malloy: Are you in yet?
Virgil Malloy: I hate that question.

Turk Malloy: Don't change the facial structure.
Virgil Malloy: I'm making you taller. Don't you want to be taller? You're a midget in 34 states.
Turk Malloy: Yeah, well, I'm an animal in the other 34.
Virgil Malloy: [turns and stares at Turk]
Turk Malloy: 24... 22.

Danny Ocean: [Briefing Roman on Bank and his hotel] Bank's swinging for the fences on this one. Forget weekenders and conventioneers, he's built this place for whales. It's a shoo-in for the Five Diamond Award. The marble was hand-picked in Italy...
Rusty Ryan: The chefs stolen from the highest rated resturants in the Michelin Guide Book...
Danny Ocean: And in the villas for his big players, the silverware is actually gold. Now Bank's greatest strength is also his weakness: Ego.

Danny Ocean: Now the top casinos can clear $4 million just off the floor. Bank, with his high-level players and no limits, is projecting 5. But in exchange for the loans, he had to give up 6 of the 9 seats on the board, so he doesn't control his own company, and a couple of the guys he brought in aren't friendlies. So he has to clear $500 million in the first quarter, or he gets dumped out of his own hotel.
Roman Nagel: And of course Bank wants another Five Diamond Award, fifth in a row.

Rusty Ryan: The problem is security were drawing a blank. It's a little spooky.
Linus Caldwell: [talking to Danny on the phone] The specs aren't on the gray maket, the black market or any other market and all I keep hearing is there's never been a system like this. Now I found out where they designed it but I can't even get in the building. I've blown all my buy money, my bribe money, four of my best I.D.'s and I am nowhere...well not only am I nowhere I'm pretty sure I'm being followed.
Danny Ocean: Do you have anything?
Linus Caldwell: Yeah I think I have a name but I don't even know if its right. They're calling it-
Roman Nagel: The Greco. The Greco Player Tracker.

[during this scene almost constantly someone is talking over some other's voice]

Virgil Malloy: Long past checkout time, sir.
The V.U.P.: What? I'm in no condition to checkout,( I have...)
Virgil Malloy: You've overstayed your reservation, sir. We need the room.
The V.U.P.: But, Nevada innkeeper laws make it illegal to evict a (guest who is sick, you can't do...)
Turk Malloy: Expect in case of public health and safety,( sir. Occupants have evidenced a flagrant)...
Virgil Malloy: You're obviously experiencing some sort of abrasion, sir.
Turk Malloy: ...repeated disregard for acceptable standard for personal HYGIENE.
The V.U.P.: I haven't disregarded my hygiene.
Turk Malloy: Sir, (but yes)...
Virgil Malloy: (SIR,) what I am trying to say is...
Turk Malloy: have.
Virgil Malloy:'ve gone nose deaf.
The V.U.P.: What?
Virgil Malloy: You're oblivious to your effect on other guests.
The V.U.P.: I really don't see what effect (I've had on other guests if I'm up in my room, and)...
Turk Malloy: Fifteen minutes! Fif-teen minutes! Fifteen minutes!
The V.U.P.: ...up, (up here)
Turk Malloy: (Fif...) hey, fifteen minutes. Pack your things or we will pack them for you. Get the picture?
The V.U.P.: What?
Turk Malloy: Do you get the picture, sir, (do not make us)...
Virgil Malloy: Pack your things.
Turk Malloy: ...come back here, friend.
Virgil Malloy: Pack your things!
Turk Malloy: Friend.
The V.U.P.: (Hey,) okay. Okay.

[Linus is passing Yen off as a whale]

Abigail Sponder: Did you say Mr. Wang is involved in real estate Mr. Pepperidge?
Linus Caldwell: Yes, that is correct.
Abigail Sponder: I only ask because his name doesn't show up on our standard database.
Linus Caldwell: And Mr. Wang and I have worked very hard to keep it that way. Look, he owns all of the air south of Beijing.
Abigail Sponder: [disbelieving] The air?
Linus Caldwell: Let me put it to you this way: Try building something taller than three stories in the Tiangjin province, and see if his name turns up on your database then.

Danny Ocean: Shut it down, guys. Shut her down!
Turk Malloy: It is shut down.
Rusty Ryan: This is no time for jokes, fellas.
Turk Malloy: Does it sound like I'm laughing, sweetheart?

Abigail Sponder: [after a small earthquake] What was that?
Linus Caldwell: You felt it too?


  • What are the odds of getting even? 13 to one.
  • Revenge is a funny thing.
  • How Do Steal Half A Billion Dollars, In 3.5 Minutes?
  • When you cross one Ocean, you cross them all.


See also

External links

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