The biggest problem in a movie with this much star power should be where to put the key light.
Fortunately for the audience, they had that figured out. It was the plot that needed the most positioning.

The four cardinal elements of screenwriting, particularly in this kind of caper picture, were all disregarded, blatantly and boastfully by everyone in this movie.
1. GOAL: What do they want?
The goal in this film is to destroy Al Pacino’s casino by making the “house” lose. This is over-explained, under-appreciated and flat out lame. Described with too many details and too much dialog, it’s 46 minutes into the film before anyone in the theater has a clear handle on what’s going on. But in the end, there is a goal, whether it’s worth risking life and limb for, that’s for you to decide.
2. STAKES: What are they risking?
Nothing is at stake for George and co in this film. There is no threatened time in prison, no mob boss with cruel intentions or even risk to their very lives. And, Reuben, if you’ll remember, wasn’t killed or even physically threatened by Al Pacino. If nothing else, Pacino’s henchman could have cobbled the aging casino man. Then, the audience would see Pacino’s power, and Clooney’s gang would be at risk of suffering the same fate. As it is now, the worst that can happen to anyone in the gang is to suffer a mild shock, the kind a 10-year-old might get from swimming in chilly water.
3. VALUE: Why does it matter?
There was no value placed on the goal. So Reuben’s name would soon be mud? As far as I remember, Reuben was merely the “bank roll” in the previous two films. Why not put someone of merit on the hospital gurney, so we can feel the necessity of this heist? It might be too complicated, and not as exciting, to put George or even Brad out, but the story would have had more value. We would have cared. The more value you have on the problem, the higher the stakes, the more tension in the scene and the better the suspense for the entire movie.
4. TIMELOCK: How much time do we have?
The timelock was crow-barred into the first 20 minutes, like the much of the rest of the film, with over-explanation. In fact, the explanation was so weak, the movie itself began to make fun of it. “It’s the hard launch of Al’s new casino.” That’s it? That’s what I paid $8.50 to see? Why should I care if Pacino wins some stupid award, or if Clooney wants take him down? The timelock has to be tied to the stakes and the stakes have to have value and the goal has to defeat all this so the hero can win in the end.
Come on, Section 8, we expect more from you.
General audience malaise was caused by the following other annoyances:
• Screen time was used to showcase actors’ novelty affect, rather than create real conflict.
• Stealing diamonds (the most interesting caper of the film) didn’t advance the plot or give power to anyone in the Oceans clan.
• A streamlined story about Linus would have been more interesting if properly developed. We were all waiting for that from the last one.
• The love story with Ellen Barkin was highly underused. There was no sexual tension between Damon and Barkin, and story-wise, the use of hallucinogenic drugs made it impossible for Barkin to take responsibility for her actions. This weakened her character and story arc.
• A new location was needed. Vegas is old hat, my Sinatra friends. I’m tired of seeing the Bellagio and remembering how good Oceans 11 was. Take us to Russia or Tokyo or under water or something.
• Terry Benedict should have been used or loosed. His storyline consisted of a guy watching a TV monitor from across the street. That went out with Lethal Weapon 4. This ain’t a stake out. If you’ve got Andy Garcia in a movie, put him the scene. Heighten the threat. Make it real.
• A less complicated plot would leave more time for character development. (Do I need to say that?)
Everything aside, I loved all the shots of George, Matt and Brad, so please do not think I hated those parts of the film. Looking at Hollywood hotties has its advantages (unless they slap a prosthetic nose on one, and then those scenes go down the toilet with the rest of the story).
In summary: Abysmal except for the close-ups.
-- ScreenwriterJ
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