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Breezy humor and a dazzling heist keep 'Ocean' franchise in the money

Steven Soderbergh's "Ocean's" movies are like silk-screens. A similar caper gets printed on a different casino. In the first movie, a remake of the 1960 Rat Pack vehicle, it was the Bellagio . For this third installment, the extravagantly entertaining "Ocean's Thirteen," it's a gaudy new, Gehry-lite joint down the street. For a "part three," the movie doesn't feel like an overripe work of obligation. I never know I want another one of these until it's here. But that's because they aren't building, in the manner of a saga, toward a showdown with, say, Lord Voldemort . When Danny Ocean and the boys sit around a fountain and stare with satisfaction into the neon Las Vegas night the way they did at the end of the first picture, their lucrative mission (impossible as it was) had been accomplished, it was good, and that's enough. Rinse. Repeat.

This time the repetition is personal. Elliott Gould's Reuben Tishkoff is laid up in the hospital, having keeled over after his business partner shuts him out of their plan to open a Vegas casino. So Danny (George Clooney ) wrangles the gang together to avenge Reuben, his mentor. They will hatch a new job on this ill-got and outlandish-looking establishment and shame the man who owns it. That man is one Willy Bank , the movie's Voldemort . Al Pacino plays the part, and in the early scenes with Gould, he cuts a heartless figure. But Bank is just a calculating businessman with a devastating tan (Pacino's skin is so golden-bronzed here that he finally seems ready to become his Oscar).

What you come to appreciate about Pacino in this movie is how he makes this guy quite human as he runs around making sure everything is ready for opening night. Aside from a few scenes where he acts all over innocent people, the actor is on shockingly good behavior, even as the scope of Danny's operation threatens to make a joke of Bank's latest enterprise. Pacino brings to the movie more of the oldster wisdom that Gould and Carl Reiner , who for this movie dons a comic British accent, have supplied from the start.

The mechanics of the job are predictably and comically ornate, and the night I saw the film I'd left my PhD in ridiculous heist plots at home. So I was free to enjoy the breezy way Clooney and Brad Pitt (virtually a married couple at this point, going for patient walks together and finishing each other's thoughts) set the job in motion, even without understanding what exactly they and the rest of the crew are up to. Don Cheadle , English accent still in hand, hangs out way beneath the casino's bowels . Bernie Mac runs a sham gambling charity. Casey Affleck , wearing a great big moustache, infiltrates the Mexican factory where the casino's dice will be loaded. Eddie Jemison tries to rig the blackjack machines. Shaobo Qin impersonates a Chinese high roller. And Reiner impersonates the man responsible for rating the casino, while the actual reviewer (David Paymer ) is put through a nonstop wringer of humiliating pranks . And Matt Damon , as the most hapless member of this crew, finally gets to spearhead his own very important assignment, while wearing a prosthetic beak of a nose.

He gets to share a tickling couple of scenes with the resurgent Ellen Barkin , who plays Pacino's unflappable number two and whose playful sexiness Hollywood movies have been remiss in ignoring. The scene in which Damon, reeking a pheromone, seduces her is funny and sad since Clooney and Pitt got to use their natural scents to score movie-star foxes in the first two pictures. Regardless, Damon is Jimmy Olsen in a gang of Supermen.

Early in the proceedings, Willy tells an underling, "I don't want the labor pain. I just want the baby." And after a logy start (all that standing around Gould's sickbed, oy), "Ocean's Thirteen" is all baby. Brian Koppelman and David Levien's script is obsessive about details (like the gear necessary for a homemade earthquake) , but the setup pays dividends in the execution. The actual heist, with its wrinkles, hiccups, and trapdoors , is as well-oiled a machine as you'd expect from Steven Soderbergh , who's absolutely at home with the pure commercial dazzle of these movies.

Of course, gourmet flashiness just wouldn't do for a movie like his last, the World War II-era "The Good German ," where the stylistic fun seemed tasteless . He may have to accept that he's more Richard Lester or Stanley Donen than Michael Curtiz , and that there's nothing wrong with that.

The series' frivolity frees him to get away with their air of narcissism, which by the second film had turned noxious with its sequence in which Julia Roberts , as Danny's wife, Tess, is brought in to impersonate Julia Roberts . It was clever but self-congratulatory: Look at how wealthy and famous we are! Yet if these movies are about anything, it's the stages of class. The first film was about striking it rich. The second was about boastfully staying rich, and the third about feeling some guilt over it.

Clooney and Pitt have become off-screen humanitarians, and maybe the bodacious amounts of money nabbed in these capers had come to seem profligate or at least offensive. (Part two was shot near Clooney's Italian villa.) So the new movie is vaguely conscientious. Affleck foments a worker strike down at the dice factory. Clooney gets misty watching one of Oprah Winfrey's life-changing giveaways. And money is donated to charity. It's all very funny. It's unprecedented, too: This might be the first piece of escapism to have a whiff of public service at its heart.

Wesley Morris can be reached For more on movies, go to movies/blog.


Ocean's Thirteen

Directed by: Steven Soderbergh

Written by: Brian Koppelman and David Levien

Starring: George Clooney , Brad Pitt , Matt Damon , Al Pacino , Ellen Barkin , Andy Garcia , Don Cheadle , Bernie Mac

At: Boston Common, Fenway, suburbs

Running time: 122 minutes

Rated: PG-13 (brief sensuality)