- Directors: Steven Soderbergh
- Producers: Jerry Weintraub
- Writers: George C Johnson, Jack G Russell, Harry Brown, Charles Lederer, Scott Corwon, Ted Griffin
- Genres: Comedy, Crime, Thriller
- Actors: George Clooney, Brad Pitt, Matt Damon, Andy Garcia, Julia Roberts, Bernie Mac, Don Cheadle, Casey Affleck, Scott Caan, Elliott Gould, Eddie Jemison, with Shaobo Qin, and Carl Reiner
Shortly after being paroled from prison in New Jersey, Danny Ocean (George Clooney) breaks parole to visit Los Angeles, meeting up with Rusty (Brad Pitt), a former partner in his criminal schemes, to inform him that he has a new scheme in mind. The two head to Las Vegas to approach wealthy former casino owner and friend Reuben Tishkoff (Elliott Gould), with a plan to rob the vaults of the Bellagio, The Mirage and the MGM Grand casinos. At first Reuben is very reluctant, knowing himself how much security there is in every casino, but Reuben, seeing this as a way to get back at his rival, Terry Benedict (Andy Garcia), owner of the 3 casinos , finances the option and suggests the plan be executed on the night of the highly-anticipated Lennox Lewis/Wladimir Klitschko boxing match. By Nevada Gaming Commission rules, the casinos must maintain adequate funds in their vaults to cover all bets, and during the busy casino night coinciding with the match, more than $150 million is expected to be stored in the Bellagio vault. Danny and Rusty begin to recruit former colleagues and other criminal masterminds into their group. The team plans and carries out a series of reconnaissance missions at the Bellagio to learn as much as possible about the security, the lie of the land and the routines and behaviours of the casino staff. At the same time, they set up a re-creation of the Bellagio vault, in which to practice evasion of the vault’s formidable security systems. During this planning phase, the team discovers that Danny’s ex-wife, Tess Ocean (Julia Roberts), is currently Terry’s lover, and Rusty urges Danny to drop the plan saying that “Tess does not split eleven ways”, aware that Tess may warn Terry that something is afoot if she sees Danny, but Danny figures this into the plan.
Terry quickly realises that the televised images of the vault he is looking at are faked, and that the team had created the images inside a replication of the vault at some earlier time. Specifically, he notices that the video feed did not show the new Bellagio logo that was installed only a few days earlier. His men following the van find that it is being driven remotely, and is only filled with “fliers for hookers”. Terry comes to the realization that Danny’s men must have posed as the S.W.A.T. team and faked the fighting while they cleared out the vault, taking all of the money with them as they left unchecked. Terry returns to the room where he left Danny, finding that Danny is still there, leaving Terry no way to connect him to the theft. Danny offers to assist Terry in finding the money on condition that he give up Tess, to which Terry agrees. However, the team recorded this conversation and shows it to Tess. Angry at being used by Terry, she leaves him and returns to Danny. Danny is still arrested for violating parole and spends some months in prison, after Terry arranges for the police to be tipped off about Danny’s parole violation. When Danny is released, he is met by Rusty and Tess, and the three drive off, closely followed by Terry’s bodyguards.