Like its predecessor Ocean's Eleven, Ocean's Twelve is a piffle of a caper, a preposterous plot given juice and vitality by a combination of movie star glamour and the exuberant filmmaking skill of director Steven Soderbergh (Out of Sight, The Limey). The heist hijinks of the first film come to roost for a team of eleven thieves (including the glossy mugs of Brad Pitt, Matt Damon, Bernie Mac, and Don Cheadle), who find themselves pursued not only by the guy they robbed (silky Andy Garcia), but also by a top-notch detective (plush Catherine Zeta-Jones) and a jealous master thief (well-oiled Vincent Cassel) who wants to prove that team leader Danny Ocean (dapper George Clooney) isn't the best in the field. As if all that star power weren't enough--and the eternally coltish Julia Roberts also returns as Ocean's wife--one movie star cameo raises the movie's combined wattage to absurd proportions. But all these handsome faces are matched by Soderbergh's visual flash, cunning editing, and excellent use of Amsterdam, Paris, and Rome, among other highly decorative locations. The whole affair should collapse under the weight of its own silliness, but somehow it doesn't--the movie's raffish spirit and offhand wit soar along, providing lightweight but undeniable entertainment. --Bret Fetzer

Starring: George Clooney, Brad Pitt Director: Steven Soderbergh