I don't have a lot to say about Ocean's Thirteen, I was mildly entertained for 90 minutes, then immediately forgot it. It's a bunch of top-notch filmmakers getting together for a toss-off. Director Steven Soderbergh can make these films in his sleep, he set the tone in the first one, experimented with it a bit in the second, but since everybody ragged on Ocean's 12, he went back to the original style for part three. It's impeccably polished, nicely shot, edited with a flair, but with no real soul.

Clooney, Pitt, Damon, Pacino, Cheadle, there's too many actors too list, get by on their typical movie-star charisma. It's an easy paycheck movie for them, so they can get back to their more serious stuff; which is fine, at least it's well made schlock. You can't hate this film, it's too slickly made, too full of famous faces and it's fun watching Pacino as the casino owner get taken down in inventive ways by a bunch of con-artist pros.

Though I can't imagine wanting to watch this more than once. It's pure fluff, Soderbergh and all the actors know it, and they don't treat it with any more seriousness than a bowl of Jello. The film is about as filling and as satisfying as that mild-confection; it tastes good on your tongue going down, but it's without a hint of substance, and after a few days in the fridge it's decomposed back to its water base. Enjoy it while you're feeling sick, stressed or brainless, but get back to the real desserts as soon as you can. - Grade: B-