Plot: Willy Bank (Al Pacino) double-crosses Reuben Tishkoff (Elliott Gould) and that’s all Danny Ocean (George Clooney) and Rusty Ryan (Brad Pitt) need to get the gang back together for another heist. Who’s it for: Anyone who liked “Ocean’s Eleven.”

Expectations: Just like everyone else, I didn’t think “Ocean’s Twelve” compared to the original (remake). So I figured director Steven Soderbergh and company would try to get it right this time.

SCORECARD

Actors: Clooney/Pitt as Danny/Rusty: I am really only going to try and use the word “cool” only once this review. Clooney and Pitt are insanely cool. There, it’s done. Every scene where they banter over one another or talk about their women is just perfect. Grade: 9

Matt Damon as Linus Caldwell: Every group of friends needs one guy to pick on, and for Ocean’s group, it’s Linus. Damon gets even more to do with this one as he tries to woo Bank’s assistant and jaguar Abigail Sponder (Ellen Barkin). Plus, Linus’s dad makes an appearance. Grade: 9

Al Pacino as Willy Bank: Any time Pacino can play an over-the-top scoundrel, surrounded by this kind of talent, I’m happy. Also, the fake tan is a nice touch. Grade: 8

Rest of cast: Everyone gets their moment, but Casey Affleck as Virgil gets the most laughs as a disgruntled worker in a Mexican factory. And ladies, I know you love Andy Garcia, but he’s barely in it. Grade: 8

Talking: With lines like, “We can talk about that when we’re dead,” and a constant barrage of guys bouncing lines off each other, this film is hip and with it … even if I’m not using the proper terms to convey it. Grade: 9

Sights and sounds: It’s nostalgic and cutting edge at the same time. It honors older cinematography techniques and the special effects on the Las Vegas hotel are impressive. I’m not going to run out and buy the soundtrack, but there’s enough style to keep even those with no attention span entertained. Grade: 7

PLOT SPOILERS

Best scene: Wow, can’t believe I’m saying this, but watching “Oprah” just might have been the highlight. And it comes full circle with a nice joke at the end.

Ending: The only real problem with “Ocean’s Thirteen” and hopefully future sequels is the ending. We know the formula now; there is going to be double-switches and cons and it’s hard to get the sense of which ending is going to be the real ending. But it’s a small price to pay for being totally entertained for two hours.

Random thoughts: So are Danny and Rusty ever going to fully admit the man-crush they have on one another? Also, even though I’ve loved the actor who revealed himself as Linus’s dad, I was hoping for a bigger name. And this film has me thinking I’m going to watch “Ocean’s Twelve” again. It can’t be as bad as I remember.

Rewatchability: Absolutely. Just like “Ocean’s Eleven,” it’s never going to be as entertaining as the first time, but it’s such a small drop-off, it’s the perfect movie to toss in and always be amused. OVERALL

After a quick reference to Tess and Isabel, we realize “Ocean’s Thirteen” is going to be boys only, not that there’s anything wrong with that. These actors have the characters they play down pat, and as long as they come up with some reason to pull off a heist, I’ll be watching. It makes us feel like one of the gang when Danny spells out exactly how the job is going to work, even though you know there will be problems. And adding Al Pacino is just icing on this glittery Vegas cake.

Overall Grade: 8