42 Smooth-Talking Facts About The Ocean’s Trilogy

Henry Gomes

With the spinoff film Ocean’s 8 set to hit theatres this summer and its trailer currently racking up views online, now is the perfect time to revisit one of the most entertaining film franchises of recent cinema history—the Ocean’s trilogy. Helmed by visionary director Steven Soderbergh and starring some of the biggest names in Hollywood, the various heists and con jobs depicted in Ocean’s Eleven (2001), Ocean’s Twelve (2004), and Ocean’s Thirteen (2007) delighted audiences across the world. Here are some smooth-talking facts that you may not have known about these three great movies.

Ocean’s Trilogy Facts

42. 11 Going on Eleven


Ocean’s Eleven, the first instalment of Steven Soderbergh’s Ocean’s trilogy, was a remake of the 1960 film Ocean’s 11, which starred the core members of the legendary Rat Pack. Frank Sinatra played the titular role of Danny Ocean with assists from Dean Martin, Sammy Davis Jr., Peter Lawford, and Joey Bishop.

41. 2001: A Soderbergh Odyssey

2001 would prove to be one of the most notable years in Soderbergh’s career. Ocean’s Eleven debuted at number one at the North American box office in 2001, raking in $38 million in its opening weekend. Earlier in 2001, Soderbergh became only the third person ever to receive two Academy Awards nominations for Best Director in the same year. He was nominated for his work in the 2000 films Erin Brockovich and Traffic. He would win the award for Traffic, his only Oscar to date.

40. Marky Mark and the Ocean’s Bunch?

Mark Wahlberg was originally slated to play the part of Linus Caldwell, which would go on to be played by Matt Damon. Wahlberg turned down the role in order to star in another remake of a film from the 1960s—Planet of the Apes.

39. Teen Television Idols

A notable scene in Ocean’s Eleven features Brad Pitt’s character Rusty Ryan teaching the intricacies of poker to a group of young actors playing themselves. The actors were each stars of popular teen-oriented television series on the air at the time. They were Topher Grace (That ’70s Show) Barry Watson (7th Heaven), Holly Marie Combs (Charmed), Joshua Jackson (Dawson’s Creek), and Shane West (Once and Again).


38. Flexibility

One of the most memorable scenes from the trilogy is the Night Fox successfully navigating the laser field in the Great Hall through a series of daring gymnastic contortions in Ocean’s Twelve. Actor Vincent Cassel, who plays the Night Fox, was well prepared for the scene, as he is a practitioner of the acrobatic Brazilian martial art of capoeira.

37. Yippee-Ki-Yay Danny Ocean!

Before casting George Clooney as the title role, Bruce Willis was originally set to play Danny Ocean in the first instalment of the trilogy. Willis would go on to make a cameo appearance in Ocean’s Twelve.

36. Full-Time Acrobat, Part-Time Actor

To date, the only film credits of Shaobo Qin (who plays The Amazing Yen) are Ocean’s Eleven, Ocean’s Twelve, and Ocean’s Thirteen. Shaobo Qin was discovered through his work with the Peking Acrobats, and returned to the troupe once his commitments to the films were completed.

35. Special Screening

Producer Jerry Weintraub arranged a special screening of Ocean’s Eleven for troops stationed at the Incirlik NATO Base in Turkey. Weintraub, along with Soderbergh and cast members Clooney, Pitt, Julia Roberts, Damon, and Andy Garcia made the trip only hours after the Los Angeles premiere, where they met with wounded soldiers and other service men and women who were involved in the war in Afghanistan.

34. The Music of the Sinatra(s)

There aren’t too many overt references to the original film in the Ocean’s trilogy. One exception, however, is the use of the song “This Town” in Ocean’s Thirteen. The song was, of course, sung by Ol’ Blue Eyes himself, Frank Sinatra. Interestingly, the recently released trailer for the all-female spinoff film Ocean’s 8 features the song “These Boots are Made for Walkin’,” performed by none other than Frank Sinatra’s daughter—Nancy Sinatra.

33. Downtime

Filming at Las Vegas casinos inevitably leads to a lot of downtime at the blackjack table. Although there is disagreement as to which cast member was the most successful at gambling, it has been widely reported that Clooney managed to lose 25 consecutive hands of blackjack.


32. Getting Actors on the Cheap

In order to keep costs down, the A-list cast each took significant pay cuts. To get Julia Roberts on board, Clooney cheekily sent a script with a $20 bill and note that stated “I hear you’re getting 20 a picture now.” This was a reference to Julia Roberts’ unprecedented $20 million pay check for Erin Brockovich.

31. Cheadle’s Strange Accent

Cheadle’s Cockney-influenced accent for his Basher Tarr character was widely criticized. Cheadle would apologize for the accent’s lack of authenticity, and the two sequels actually reference the backlash to the accent. Basher later emphasizes the importance of Tess getting the accent right when impersonating Julia Roberts, and he is also seen reading a book on speech and diction.

30. Emotional Eating

Rusty has a noticeable quirk: he eats something in nearly all of his scenes. Pitt apparently ate 40 shrimp during the filming of the scene that introduces Roberts’ Tess character in Ocean’s Eleven.

29. The Godfather Connections

The Malloy brothers—Turk and Virgil—seem to be named after The Godfather character Virgil “The Turk” Sollozzo. Actor Scott Caan (who plays Turk Malloy) is the son of fellow actor James Caan, who played Sonny Corleone in The Godfather. Andy Garcia also starred in The Godfather Part III as Vincent Mancini.

28. Brothers From Another Mother

Originally, actors and brothers Luke and Owen Wilson were slated to play Turk and Virgil Malloy, but had to bow out due to their commitments to the Wes Anderson film The Royal Tenenbaums. At one point, the brotherly director duo of Joel and Ethan Cohen were also sought out to play the brothers, but the production settled on Scott Caan and Casey Affleck (who sadly are not real-life brothers).

27. “I’m Too Busy for This S#%!”

Speaking of The Royal Tenenbaums, Danny Glover was cast as Frank Catton in the film, but dropped out to star in the Wes Anderson film. He was eventually replaced by actor and comedian Bernie Mac.


26. Balancing Act

The early 2000s saw Damon be a part of two successful film franchises—the Ocean’s trilogy and the Bourne films. His schedules would sometimes conflict, as he filmed a scene for Ocean’s Thirteen at the same time he was filming The Bourne Ultimatum. In a clever nod, that scene from Thirteen was shot using the trademark “shaky cam” technique frequently found in the Bourne films.

25. 9/11

Released only a few months after the terrorist attacks of September 11, 2001, one of the scenes in Ocean’s Eleven had to be modified. A scene originally included the controlled demolition of the New York, New York casino resort, but the filmmakers decided that the scene was too reminiscent of the 9/11 attacks. The CGI backdrop was eventually changed to depict the fictional Xanadu hotel.

24. Sammy Davis Jr.

Rat Pack member Sammy Davis Jr. starred in the original Ocean’s 11 as Josh Howard. Don Cheadle, star of the modern Ocean’s films, portrayed Davis in the 1998 TV film The Rat Pack.

23. A Real-Life Decoy

The use of decoy replicas of the Faberge Egg in Ocean’s Twelve is similar to the real-life transport of the Cullinan Diamond in 1905. A steamer (with security) was arranged to transport the diamond from South Africa to England, with a parcel rumored to contain the diamond  locked in the captain’s safe. This turned out to be a diversion for any would-be thieves: the real diamond was actually transported through parcel post in a nondescript box.

22. Box Office Heist

The Ocean’s films would become big international box office hits. The first film was the fifth highest grossing film of 2001, accumulating more than $450 million worldwide. Combined, the trilogy has grossed over a billion dollars worldwide.

21. 2007: Year of the “Threequel”

When Ocean’s Thirteen, the third and final film of the original trilogy, was released in 2007, it joined a series of third installments of major film franchises released that year. These “threequels” included: Spider-Man 3, Shrek the Third, Pirates of the Caribbean: At World’s End, The Bourne Ultimatum, and Rush Hour 3.


20. Blasts from the Past

Two actors who appeared in the original 1960 Ocean’s 11 make cameo appearances in the first film. Henry Silva and Angie Dickinson appear in the crowd of the boxing scene.

19. Boxing Scene

The boxing match scene was one of the most ambitious scenes in Ocean’s Eleven. The scene takes place in the MGM Grand Garden Arena, the host of many major boxing matches over the years. To replicate the look of a major prizefight, 2,000 extras were used to fill the seats.

18. Las Vegas Legends

The boxing match scene also contains cameos from some very prominent Las Vegas entertainers—Siegfried Fischbacher and Roy Horn of the magician duo Siegfried and Roy, and singer Wayne Newton.

17. Life (Almost) Imitating Art

The boxing match in Ocean’s Eleven pits real-life boxers Lennox Lewis and Wladimir Klitschko against each other. Although the two would never have a real-life fight together, in 2003, Lewis did fight Wladimir’s older brother Vitali Klitschko.

16. Inspiration

The Night Fox’s Lake Como villa in Ocean’s Twelve was filmed at the 19th century palatial estate Villa Erba. The Fox’s villa, however, is also inspired by the real-life Lake Como villa of star George Clooney. Clooney’s Villa Oleandra also housed many of the film’s main cast during the filming of Twelve.

15. The Pinch Actually Works…Well Kinda

The “pinch” used by Basher in Ocean’s Eleven is based on the real-life device the z-pinch, which similarly uses a magnetic field to create bursts of energy. However, the film strays from reality; the z-pinch is far too large to fit into the back of a van, and would not be able to produce enough energy to completely knock out the power of Las Vegas.

14. They’ll Be There for You

Many of the cast members of the Ocean’s films have made appearances on the hit television series Friends. George Clooney, Julia Roberts, and Brad Pitt each made cameos appearances during the show’s run. Elliott Gould, who appears in the Ocean’s trilogy as Reuben Tishkoff, was also a recurring guest star on Friends.

13. Twelve is Number One

Despite its less than ideal critical reception, Soderbergh considers Ocean’s Twelve to be his favorite of the three films. Soderbergh was afforded more creative freedom for the film, which allowed him to be a bit more experimental and throw in some clever nods to the audience. (Personally, I have to agree with Soderbergh. The scenes with the Night Fox navigating the laser field and Julia Roberts playing Tess playing Julia Roberts are, in this writer’s opinion, the two most delightful moments in the entire trilogy.)

12. Director’s Cameo

Soderbergh manages to sneak in a Hitchcockian director’s cameo in Ocean’s Eleven, playing one of the thieves bombing the casino vault.

11. Edward Scissorhands, Captain Jack Sparrow, Linus Caldwell?

Before Damon locked down the part of Linus Caldwell, Johnny Depp was considered to play the master pickpocket.

10. Heist Gangs and Arts Collectives

The Middle Eastern-influenced techno song played during the Night Fox laser field scene is “Thé à la Menthe” by La Caution. La Caution and Vincent Cassel, who plays the Night Fox, belong to the same French arts collective known as Kourtrajmé.

9. A Little More “A Little Less Conversation”

An obscure song from Elvis Presley called “A Little Less Conversation” appears on the soundtrack of Ocean’s Eleven. Its use in the film renewed interest in this somewhat forgotten Elvis track, and Nike decided to take the version of the song used in the film and employ DJ JXL to remix the track as part of a major ad campaign. The remixed version of the song would become an international hit, reaching number one in many countries.

8. Free Reign at the Bellagio

Due to the connections of producer Jerry Weintraub, the filmmakers had a considerable amount of access to the Bellagio Casino and Resort. For instance, during the duration of filming, the Bellagio closed its valet parking services, even forcing its high rollers to use their garages. The casino even gave the crew access to the security system to obtain real surveillance footage.

7. International Wig of Mystery

When Rusty Ryan impersonates a physician, Brad Pitt dons a wig that was once used by Mike Myers during the rehearsals for Austin Powers: International Man of Mystery.

6. Newcomer?

By the time of Ocean’s Eleven’s release in 2001, Roberts was arguably the most famous actress in the world. She was the reigning Academy Award Best Actress winner for her work in Erin Brockovich (also directed by Soderbergh). This made her billing for Ocean’s Eleven all the more humorous, as her end credit is listed as “and introducing Julia Roberts as Tess.”

5. Logan Lucky, A Semi-Spiritual Sequel

Soderbergh’s latest directorial venture is the 2017 film Logan Lucky. Like the Ocean’s films, this film is also centered on a motley crew conspiring to commit a heist. The difference being that while the Ocean’s films take place in glitzy settings like Las Vegas and Lake Como, Logan Lucky takes place in rural West Virginia and the Charlotte Motor Speedway. Soderbergh stated that, “It’s an anti-glam version of an Ocean’s movie.…The landscape, the characters, and the canvas were the complete opposite of an Ocean’s film.” There’s an amusing self-reference in Logan Lucky when a character describes the heist in the film as an “Ocean’s 7/11.”

4. George “The Prankster” Clooney

Over the years, Clooney has acquired the reputation of a serial prankster, and it was no different on the set of the Ocean’s movies. During the filming of Eleven, Clooney imitated producer Jerry Weintraub’s voice to order a 4:30 am wake up call for Weintraub. During the filming of Thirteen, Clooney and Brad Pitt challenged Weintraub to a vodka drinking contest. Unbeknownst to Weintraub, Clooney and Pitt were drinking water. When Weintraub passed out, the devilish duo proceeded to pour M&Ms into the poor producer’s underwear.

3. A Whole Different Look

Soderbergh originally wanted Ocean’s Eleven to be shot in black-and-white. However, this would skyrocket the budget of the film, and the plan was eventually nixed.

2. Bellagio Fountain Scene

The poignant scene in Ocean’s Eleven where the gang  view the fountain at the Bellagio and eventually depart silently one by one was somewhat improvised. Soderbergh only instructed that Brad Pitt’s Rusty leave first and Carl Reiner’s Saul leave last. The other actors were instructed to leave in an order they felt right and organic.

1. Don Cheadle Uncredited

It’s easy to miss, but Don Cheadle isn’t actually credited for his role in Ocean’s Eleven. He actually refused the credit because he was so furious that he wasn’t given “above title billing” along with Clooney, Pitt and Damon, even after he asked for it. He would, however, return for the next two instalments, and was above-title credited for those films.


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