Brad Pitt, George Clooney and Matt Damon re-team for Ocean's 13

Back in 2001, Steven Soderbergh, the one-time darling of the indie film scene made the 1960 Rat Pack caper film, Ocean's 11. Now there's a certain novelty to the idea of remaking a mediocre film. After all if you remake a film that wasn't good to begin with, your film is unlikely to suffer in comparison. Soderbergh's wah-fer thin idea was to tap into what he saw as today's contemporary Rat Pack--stars such as George Clooney, Brad Pitt and Matt Damon. The 1960 Ocean's 11 was all about chemistry, about seeing Sinatra, Dino, Sammy and the guys hanging out together on screen in a jokey, off the cuff manner that reflected the way we imagined they really hung out together off screen. Their easy rapport and obvious pleasure in each others company infected the audience with a sense of fun. But as a heist film, the original Ocean's 11 was a lazy piece of work.

Not surprisingly, Soderbergh's remake was equally lame as a heist film. It also failed to ignite much chemistry amongst it players. But that hasn't stopped Soderbergh from trying to build his bit of star fluff into a franchise. So Ocean's 11 was followed by Ocean's 12 (which I have to confess to not having seen) and now we have Ocean's 13. I guess there was no superstition over using the number 13, or else everyone thought that jumping from Ocean's 12 to Ocean's 14 would have just confused people. Anyway the boys are at it again, not so much for the money but for the sport and the revenge.

The original 11 in Ocean's 13

The plot is impossible to follow since the proposed scam involves a multitude of moving parts that no one has bothered to properly think through. The premise involves breaking the bank at the Bank Casino, named after its smooth as a silk suit but ruthlessly unscrupulous owner Willy Bank (Al Pacino please tell me he took home a huge paycheck to justify his presence in this film). Bank has just double crossed one of the original eleven, Reuben (Elliott Gould), and as we know if you cross one Ocean you cross them all. So Danny Ocean (George Clooney) gathers up the eleven, plus the one they picked up in the last film (was that Eddie Izzard?) plus a new one to make thirteen but don't ask me who the new guy is this time out, I can't do the math.

Anyway, the new plot is so outlandish that Soderbergh, and writers Brian Koppelman and David Levein wisely gloss over any of its details for fear wed laugh the film off the screen. And we don't really need to know what they're trying to pull off because Soderbergh doesn't waste any energy trying to build suspense or tension. You know Danny's going to come out on top and you know that anything that seems to go wrong will simply turn out to be a clever twist that Danny had anticipated all along. Yawn.

The film relies heavily on insider humor. Cryptic comments, punch lines with no set ups and smug gags between the stars are tossed out and designed to deliberately make people feel like outsiders. The goalbe obscure so people will feel as if they're just not hip enough to get the inside jokes but they'll be too embarrassed to complain because then that will mark them as uncool. Get the logic? Well, what it means is that no one works very hard at anything.

Al Pacino plays the double-crossing Willy Bank in Ocean's 13

Soderbergh serves up some of Hollywoods sexiest stars and yet he never plays on their glamour. Soderbergh invests the film with neither grit nor glamour. There's a lot of money on screen in the Armani suits, gold cell phones and swanky hotels but it's all just set dressing and background detail at best. Only the films score reveals any bounce or zing. The new Ocean films are amazingly devoid of any real style. This one, like its predecessors, is just badly shot too--lots of flat static shots with awkward, unmotivated camera moves. The editing by Stephen Morrione tries to create pace by going to split screens in the tradition of 60s heist films such as The Thomas Crown Affair. But Morrione (who's done fine work on 13 Conversations About One Thing and Go) can't manufacture pace or interest no matter how he cuts this material together. Crap, no matter how you slice it is still crap. The film and the stars are just full of themselves thinking they are just so adorable and funny.

Old timers Elliott Gould and Carl Reiner (whos barely in the film at all) are the most fun to watch. Clooney and Pitt are easy on the eyes, and make nice set dressing but that's about it. Don Cheadle has an accent that comes and goes; Eddie Izzard talks unconvincingly about women; Shaoboo Qin wisely speaks only Chinese; and Matt Damon just talks fast in the hopes that we don't notice he has nothing to say. Youngsters Scott Caan and Casey Affleck are kept on the periphery is a side plot involving a worker's revolution in Mexico. There's no chemistry between the stars except for a forced jokiness. But Soderbergh does miss some opportunities for some inside jokes. He never plays off the fact that this is the first time Pacino and Ellen Barkin (as Bank's right hand woman) have re-teamed since their steamy encounter in Sea of Love. Plus there's no acknowledgment that Pacino starred with Scott Caan's dad James in The Godfather. The way the roles are divvied out also reveals how the star heirrarchy in Hollywood hasn't changed much since the 60s. Ocean's 13 may include blacks and Asians but their roles are as subordinate as Sammy Davis' role was back in 1960. The stars now, as they were then, are still white and male.

The film attempts to pay homage to Frank Sinatra by putting him up on a gaudy Vegas pedestal. The whole film ultimately comes down to the fact that Bank shook Sinatra's hand but didn't accept the code that came with the gesture. One irony, though, is that Sinatra was a staunch Republican and this new Ocean entourage takes pride in their liberal views. But there's something discordant in the way the film makes lame jokes about Zapata and workers' rights at a Mexican factory. Danny even makes a crass joke about writing a check for $36,000 to triple the wages of the workers so that they go back to work and make the rigged dice for the con game Ocean is planning. Heck just imagine how much poverty could be eradicated if Clooney and Soderbergh donated the films budget to a worthy cause, and spared audiences the pain and suffering of yet another mindless Ocean journey.

Anyway this all brings me back to the point I was at back in 2001. Why did Soderbergh want to remake Ocean's 11 in the first place? I thought he had gotten the big budget Hollywood star vehicle out of his system when he did Erin Brockovich but I guess he still felt the need to make an all star ensemble caper film. But now with this second sequel to a remake, he still exhibits no particular vision or purpose, and not even a sense of fun.

Ocean's 13 (rated PG-13) is mindless fare. If it had a light and breezy touch you might be able to accept it as mild diversion and not be offended. But considering the price tag and the talent involved, it's an obnoxious example of self-indulgent waste.

Companion viewing: Oceans 11 (1960), The Heist, The Score, Snatch, Lock Stock and Two Smoking Barrels

The Dude...uh, I mean Big Z in Surf's Up (Sony Pictures)

Surf's Up is an animated mockumentary. Filmmakers Ash Brannon and Chris Buck play filmmakers (we never see them but hear them asking off screen questions) who are chronicling the life of up and coming penguin surfer Cody Maverick (voiced by Shia LeBeouf). They find him in the Antarctic as a wannabe surfer inspired by a chance meeting with big wave rider legend Big Z (Jeff Bridges). But Big Z has literally disappeared from the surf scene. He wiped out during a competition with cocky young surfer Tank Evans (Diedrich Bader), and was assumed killed in the punishing waves. Now a crass promoter (James Woods) has cashed in on Big Z's fame with a commercial surf competition that celebrates all the things Big Z hated.

Cody is picked up by a talent scout and taken to Hawaii to compete. There he discovers that his idol has turned into a fat, clam-eating recluse who hasn't picked up a board in years. Cody also meets Big Z's niece (Zooey Deschanel) a sweet lifeguard who refuses to give up on her uncle. Of course Tank tries to ruin everything for everybody along the way.

The mockumentary format of Surf's Up proves entertaining and gives the film a savvier spin than if the story had been told in a straightforward manner. So there's a running gag about the cameraman who keeps getting hit or tripped as he tries to film the candid interviews with Cody's friends and family. The film also plays knowingly off of TV sports cliches. There's also a refreshing attitude on display. Big Z's message is that winning isn't important. It's nice to have a film that genuinely doesn't seem to care about being top dog or top penguin. An old school surfer mentality pleasantly permeates the film and gives it a mellow, laid-back style. Long boards are held in high regard; hot dogging and competitive surfing are poo-pooed; and no one wears a goon cord. The rigorous training involves Cody learning to relax and have fun; and lying on your board by the setting sun can be just as rewarding as catching a big wave. Such an attitude is a nice surprise in a summer when the pace of all the movies is ramped up to the max.

Surf's Up is an animated riff on such surf films as Endless Summer, Riding Giants and Step into Liquid. There's even a funny gag about a surfing chicken from Wisconson that plays off of the unlikely surfers highlighted in Step Into Liquid and who came from riding the midget waves of the freshwater lakes near Sheboygan, Wisconson.

Heading for some tasty waves in Surf's Up (Sony Pictures)

The film boasts some effective animation that captures surfing with a fairly accurate feel. We get underwater shots of the surfers paddling, what it's like to be in the tube and even a gnarly shot of getting thrown around under pounding waves. There's attention to detail here as well. Background action is cleverly detailed and there are nice touches like having a sun gun on the camera so that when the documentary team is filming in the middle of the forest the area the camera is aimed at is artificially lit. One complaint, though, is that there's a lack of good surf music.

Voice casting goes for talent rather than celebrity here. Jeff Bridges as Big Z is an inspired choice. The only thing that could have made his part better was if they had been able to call him The Dude in honor of his role in The Big Lebowski, because Big Z is most definitely a Dude. Bridges has the precise laid back attitude and easygoing charm to win audiences over. Zooey Deschanel makes for a lovely and unforced love interest. Shia Le Beouf finds a sitcomy rhythm to his Cody while cameos by the likes of Michael McKean and Larraine Newman spice up the bit roles.

Surf's Up (rated PG) is one of the better recent American animations. It doesn't try to drill a message into you (like the PC minded Happy Feet), it's not overly cute (like Disney) and it's not hysterical comedy where filmmakers try so hard to be funny. Like Big Z it's just content to kick back and be itself.

Companion viewing: Endless Summer, Riding Giants, Step Into Liquid, March of the Penguins