irector Steven Soderbergh's third installment of the Ocean's franchise brings back our current-day Rat Pack in a funny, chummy movie that is every bit as over-plotted, absurd and indulgent as Oceans Twelve. This time, we are treated to the best of all three movies.

Ocean's Thirteen follows Danny Ocean (George Clooney), his sidekick Rusty Ryan (Brad Pitt) and their finely coiffed compadres as they gear up for more heist action. This latest heist, which will loot the new glitz palace called The Bank (Willie Bank is Al Pacino characters name), is such a fiendishly complicated plan that it has to be laid out to a master crook consultant (Eddie Izzard).

You see, casino impresario Willie Bank (Al Pacino) has scammed one of our hipster Rat Packers – he has double-crossed and hospitalized sweet-tempered Reuben Tischkoff (Elliott Gould) out of his share of a Vegas hotel-casino.

So now, Ocean and his crew intend to break his casino by rigging it so that its client walks home with $500,000,000 and Bank will be voted out of control of his own casino, and ownership reverts to Reuben. The boys need to fix every game from roulette to slots, rig an artificial earthquake and steal a cache of diamonds from a secure room.

With his orange toupee and dyed-to-match skin, Pacino is made up to resemble Hollywood mogul Robert Evans, who produced Pacino in The Godfather. Other inside jokes are the dropping of the many references to the Corleone family and invented references to "pancake eaters" and "doing an Irwin Allen".

Don't look for Julia Roberts or Catherine Zeta-Jones, who wore the skirts in previous episodes of Ocean's. This time, we have Ellen Barkin as Abigail Sponder, Willie Banks assistant, relatively ill-used here. She's so distracted by the scent of Matt Damon that she doesn't notice that his confederates are planning to rob her boss.

Director Steven Soderbergh got his vintage vibe back for this one, evocatively shot with tracking shots, conversations shot through windows. All of this is with the saturated color of '60s film and accompanied by David Holmes' retro-mod score, Ocean's Thirteen is the best of Soderbergh’s heists by a considerable stretch.