Three years after Danny Ocean (Clooney) and card shark Rusty Ryan (Pitt) masterminded the daring heist of $160 million from arrogant casino owner Terry Benedict (Garcia), the various members of the Ocean crew are struggling to turn legit.

Danny's wife Tess (Roberts) hopes that she and Danny can lie low and start anew but their plans are ruined when Terry turns up at the door, with heavies in tow, demanding his money back with interest or else.

Reluctantly, Danny and Rusty reconvene the troops: pickpocket Linus Caldwell (Damon), Cockney explosives expert Basher Tarr (Don Cheadle), eccentric security expert Reuben Tishkoff (Elliott Gould), con artist Saul Bloom (Carl Reiner), bickering drivers Virgil and Turk Malloy (Casey Affleck, Scott Caan), safecracker Frank Catton (Bernie Mac), surveillance expert Livingston Dell (Eddie Jemison), and Chinese acrobat Yen (Shaobo Qin).

With just 12 days, Ocean and co head for Europe to steal a small fortune in priceless art and trinkets.

Unfortunately, their daredevil scheme hits a number of pitfalls: namely feisty Europol agent Isabel Lahiri (Zeta-Jones), who just happens to be Rusty's old flame; and wealthy European playboy Francois Toulour (Vincent Cassel), who moonlights as master thief The Night Fox and seems to be one step ahead of the Ocean troops. Setting their sights on a priceless jewelled egg, Danny enlists an extra member to his gang wife Tess in a last ditch effort to beat The Night Fox to the booty.

Alas, Isabel and her men are lying in wait...

Ocean's Twelve hangs together by the gossamer threads of George Nolfi's screenplay, which trades plausibility for a series of lively set pieces and comic asides.

Certainly, the plot has an aversion to common sense and director Steven Soderbergh struggles to keep so many characters in the frame.

At the beginning of the film, Linus excitedly approaches Rusty for "a more central role" in the new operation. The sequel duly obliges, providing Damon's sweetly gullible young pup with many of the best lines, and a spectacular bluff in the final 10 minutes.

Clooney and Pitt ply the same charm and charisma which fuelled the first film, and Zeta-Jones brings extra glamour to proceedings.

Roberts takes second billing to her Welsh counterpart but steals the film in an inspired in-joke that relies on a cameo appearance from a Hollywood favourite.

As with Ocean's Eleven, there's a final twist in the tale to ensure the crew comes up trumps even if the film, in its freewheeling, easy-going way, doesn't always deal a winning hand. 7/10

By Stephen Webb

OCEAN'S TWELVE

Starring: George Clooney, Brad Pitt, Matt Damon, Julia Roberts, Catherine-Zeta Jones

Certificate 12A, 125 minutes

Showing at: UGC and Cineworld from today