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(Welcome to The Unpopular Opinion, a series where a writer goes to the defense of a much-maligned film or sets their sights on a movie seemingly beloved by all. In this edition: Ocean’s Twelve is a brilliant chapter in what may be the best trilogy mainstream Hollywood has ever produced.)

If sequels are hard to pull off, then trilogies are the hardest of all. Hollywood is overstuffed with franchises, but few of those series are straight-up trilogies, and even fewer of those are good from start to finish. Even the existing trilogies that might be enjoyable have built-in caveats. Like most people, I love the original Star Wars trilogy, but it’s not a closed-off trilogy, telling three stories as opposed to being three stories in a larger, more massive series of films. The original trilogy is great, but it’s not, in its own way, standalone. Even great mainstream trilogies like the Toy Story films aren’t going to be trilogies for much longer, as the fourth Toy Story is on the way in 2019.

This week, as we prepare for the release of Logan Lucky, a new heist film from iconoclastic director Steven Soderbergh, it’s time to acknowledge perhaps the best mainstream trilogy of all: the Ocean’s trilogy.

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Yes, All Three of Them

I’ve probably lost some of you already, but don’t go too far if you’re still here.

Most people would probably agree that Soderbergh’s 2001 remake of Ocean’s Eleven is a great, slick, funny, and exciting piece of entertainment. It’s one of the few truly smart remakes, in part because Warner Bros. Pictures was wise enough to remake a movie that wasn’t previously beloved by a lot of people. (I don’t mean to suggest that the Rat Pack-starring 1960 version of Ocean’s 11 is bad, but announcing a remake of that film inspired less anger than if Warner Bros. said they were going to remake Casablanca.)

Ocean’s Eleven is one of the great heist movies, twisting and turning until it reaches a wholly satisfying, if expected conclusion. It also started a more familiar narrative surrounding Steven Soderbergh’s career, the notion of him embodying the “one for me, one for them” mentality in dealing with studios and his future projects. Ocean’s Eleven was a huge hit, which enabled him in 2002 to make two films “for him”: a remake of Andrei Tarkovsky’s Solaris with George Clooney and the low-budget industry-focused indie Full Frontal. Soon after those films performed weakly financially (though only Solaris would’ve represented a mild-to-large loss for 20th Century Fox), Soderbergh went back to Warner Bros. to presumably make another one “for them”: Ocean’s Twelve.

One of the many joys of watching Ocean’s Twelve is the realization that it’s just as much for Soderbergh – who’s previously said this is his favorite of the trilogy  – as it is for the studio. The movie made money, ranking as the 10th highest-grossing film at the worldwide box office in 2004. But you don’t have to look far to find people calling Ocean’s Twelve not just a step down from its predecessor, but one of the worst sequels ever. I understand this reaction, truly. But for me, and for others who love the film, Ocean’s Twelve is not just the core reason why the whole trilogy is a wonderful series, but it represents some of Soderbergh’s best tendencies as a filmmaker. Really, all you have to do to appreciate Ocean’s Twelve is just watch the 15-minute stretch of the film where Danny Ocean’s wife Tess (played, of course, by Julia Roberts) has to join in her husband’s elaborate, international scheme by pretending to be…Julia Roberts.

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Julia Roberts as Julia Roberts

A few years ago, when he was at Criticwire, Matt Singer pinpointed one of the reasons why Ocean’s Twelve works so well: it’s a sequel about how hard it is to make a good sequel. Because of how successful the heist in Ocean’s Eleven was, as Danny Ocean’s crew robbed three casinos at the same time, they’ve have been hiding out in plain sight. That is, until their victim and casino impresario Terry Benedict (Andy Garcia) hunts them down and orders them to pay him back with interest.

Thus, they head to Europe for a series of heists that appear to be going from bad to worse. Eventually, all but three of Danny’s crew wind up in prison, leaving it to Linus (Matt Damon), Turk (Scott Caan), and the Cockney-accented Basher (Don Cheadle) to scramble and utilize Tess for a plan in which she’ll impersonate Julia Roberts so they can steal a priceless Faberge egg from a museum in Rome. But the setup, as Singer points out, is decidedly meta: Benedict essentially represents a tough-willed studio executive strong-arming the big cast into returning for a new movie, one that has to be better (“paid back with interest”), no matter what.

The meta elements are strongest in the sequence with Tess in Rome, as the film jumps through the looking glass, then back out again with aplomb. First, upon arriving at a fancy Roman hotel, Tess is coached by the three men on how to “be” Julia Roberts, and what trivial facts she should know about the “character” she’s playing to be as convincing as possible. Each viewing reveals another good gag, or a gag within a gag, such as when Basher tries to nudge Tess into having the correct amount of Southern in her Southern accent. It’s one thing to watch Julia Roberts being told how to…be Julia Roberts; it’s another, very winking thing for Cheadle, whose British voice was mocked even when the first movie opened, to sideline her about her accent.

Perhaps the most delightful aspect of the scene is the out-of-left-field cameo from Bruce Willis as himself, coincidentally hanging out at the same Roman hotel. When he first walks into the suite where our criminals are housed, Roberts gets to let out one of her signature gasp-laughs (a la Pretty Woman) in shock. (The scene moves so quickly, it’s easy to forget how genuine Tess’ reaction is. She’s never encountered someone as famous as Bruce Willis in the flesh before, so why wouldn’t she shriek in glee?) Willis plays things fairly straight, but gets to deliver one of his funniest performances with only a few minutes of screen time and dialogue. The running gag regarding his appearance is simple, and handled so well in the screenplay: multiple people tell him that while they enjoyed the film, they knew the twist was coming at the end of The Sixth Sense. “If everybody’s so freaking smart, how come the movie made $675 million worldwide, theatrical?”, Willis skeptically mutters to Tess-as-Julia, only a few seconds before the ruse is revealed.

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