Plot

Danny Ocean rounds up the boys for a third heist after casino owner Willy Bank double-crosses one of the original eleven, Reuben Tishkoff.

The last time we saw Danny Ocean's crew, they were paying back ruthless casino mogul Terry Benedict after stealing millions from him. However, it's been a while since they've come back together, which is all about to change. When one of their own, Reuben Tishkoff, builds a hotel with another casino owner, Willy Bank, the last thing he ever wanted was to get cut out of the deal personally by the loathsome Bank. Bank's attitude even goes so far as to finding the amusement in Tishkoff's misfortune when the double crossing lands Reuben in the hospital because of a heart attack. However, Danny and his crew won't stand for Bank and what he's done to a friend. Uniting with their old enemy Benedict, who himself has a vendetta against Bank, the crew is out to pull off a major plan; one that will unfold on the night Bank's newest hot spot opens up. They're not in this for the money, but for the revenge.—mystic80

Danny Ocean's team of criminals are back and are composing a plan more personal than ever. When ruthless casino owner Willy Bank double-crosses Reuben Tishkoff, causing a heart attack, Danny Ocean vows that he and his team will do anything to bring Willy Bank and everything he's got down. Even if it includes hiring help from one of their own enemies, Terry Benedict.—Film_Fan

Danny Ocean's friend Reuben goes into business with Willy Bank, a ruthless casino owner, who then cuts Reuben out. Reuben then suffers a heart attack. Danny and the rest of his crew go to him. Danny gives Bank the opportunity to do what is right but when he refuses, Danny sets out to get him back by taking him down. He plans to make sure his new casino flops. He brings in tech wiz Roman Nagel to help crack the system at Bank's hotel. Eventually they discover that they need more money to pull it off, so Ocean turns to Terry Benedict, the casino owner, he once robbed, who agrees on the condition that he steal something important to Bank.—rcs0411@yahoo.com

With Terry Benedict's millions safe from harm, Danny Ocean and his band of thieves walk away scot-free after the daring European mission in Ocean's Twelve (2004). However, when devious double-crossing Las Vegas casino magnate Willie Banks enters the picture, bent on destroying one of Danny's men, Ocean and his hand-picked crew decide to pull off one last job to save an old friend. Now the boys are officially back in the game, and with the help of an unexpected ally, Ocean's team is about to hit Banks where it hurts most: in his bank account and pride. But can Danny do the impossible for the third time?—Nick Riganas

Reuben Tishkoff builds a hotel-casino on the Las Vegas Strip named the Midas. Against advice from his friend and erstwhile criminal partner, Danny Ocean, he involves himself with investor and casino mogul Willy Bank.

Reuben Tishkoff (Elliott Gould), wanted to legitimize himself in his later years, by partnering with Willy Bank (Al Pacino), his former business associate. Danny had warned that Bank was not reliable and was not one to honor contracts.

Bank forces Reuben to sign over the ownership rights of the new hotel-casino they were building together, by threatening to throw him off the roof. Bank says that Reuben is dead weight and Bank does not want to carry him and pay him at the same time.

Reuben suffers a heart attack and becomes bedridden. Daniel Ocean/Danny (George Clooney), after attempting to negotiate with Bank, gathers his partners-in-crime and plans to ruin Bank on the opening night of his hotel-casino, which he has renamed "The Bank", to get revenge for Reuben.

The original twelve are Danny, Rusty, Linus, Basher Tarr (Don Cheadle), Fran Catton (Bernie Mac), Roman Nagel (Eddie Izzard) a master thief and friend of Rusty who is brought in as a consultant, Virgil Malloy (Casey Affleck), Turk Malloy (Scott Caan), Saul Bloom, Livingston Dell (Eddie Jemison), "The Amazing" Yen (Qin Shaobo) and Reuben.

The casino has been built for the whales of the casino gambling business. The marble came from Italy and the chefs were stolen from the best Michelin Star restaurants in the world. The silverware of the casino is cast in Gold.

The first of two plans are to prevent "The Bank" from winning the prestigious Five Diamond Award, which all of Bank's previous 4 hotels have won. Saul Bloom (Carl Reiner) poses as the reviewer of the board, while the real reviewer (David Paymer) is treated horribly during his stay through Ocean's associates and the staff on their payroll.

The second plan is to rig the casino's slot machines and other games to force a payout more than $500 million in winnings across the casino. Bank's casino has to make $500 million in the first quarter in order to stay open, otherwise he would lose control of his hotel to the Board of Directors.

While they can implement various rigging mechanisms into the casino, rigging of the games would require the group to defeat "The Greco Player Tracker," a state-of-the-art artificial intelligence system that monitors the games and ensures that all winnings are legitimate by measuring the players' bio-metric responses, such as pupil dilation and body temperature, for authenticity.

They plan to trick Bank into carrying a cell phone with a Magnetron, created by technical expert Roman Nagel, to disrupt the Greco. To ensure that the Greco shuts down and players cash out, Ocean's team acquires one of the giant drills used to bore the Channel Tunnel to simulate an earthquake under the hotel on opening night. Their plan on opening night is to have Bank inadvertently disrupt the Greco with his new phone, initiate their rigged machines as well as dealers on their payroll, and then simulate the earthquake to force the evacuation so players leave with their winnings.

While the group prepares the rigged games, the drill breaks, forcing them to approach Terry Benedict (Andy García), the antagonist of Ocean's Eleven, to fund the purchase of the second drill. As Benedict has a grudge against Bank and is willing to help, he offers Ocean the funds only if they also steal the four necklaces Bank bought for his wife in representation of the four Five Diamond Awards, now on display in a secured case at the top of the hotel. Linus Caldwell (Matt Damon) offers to seduce Bank's assistant, Abigail Sponder (Ellen Barkin), to gain access to the display and switch the diamonds with fakes, and the group accepts. Secretly, Benedict contracts master thief Francois "The Night Fox" Toulour to intercept the diamonds.

As Ocean's plan proceeds on opening night, agents from the FBI have been informed that machines have been rigged by Livingston Dell (Eddie Jemison) and have identified him, which may reveal the rest of Ocean's gang to Bank. In reality this allows Livingston to have the card-shuffling machines replaced by Roman Nagel (Eddie Izzard), as he himself was unable to effectively rig them. Basher (Don Cheadle) distracts Bank long enough to allow Virgil (Casey Affleck) and Turk Malloy (Scott Caan) to change the group's FBI records, including their names and appearances.

Linus, in the process of seducing Sponder in the secure room with the diamonds, is interrupted by the lead FBI agent. The agent explains the diamond theft plan to Sponder, and Linus is arrested, but as they exit in the elevator, the lead agent is revealed to be his father, Robert 'Bobby' Caldwell (Bob Einstein), once a master robber and con artist, who is in on Ocean's plan and there to help Linus swap the diamonds. As they exit to the roof of the hotel for extraction of the diamonds via helicopter, they are caught by Francois "The Night Fox" Toulour (Vincent Cassel), whom Benedict had ordered to intercept the diamonds. Linus gives the diamonds to Toulour, who parachutes off the roof after tricking him with an unloaded pistol. However, Toulour realizes that he is carrying fakes after he lands. Ocean, who had been aware of Toulour's presence, had arranged to extract the entire display case from the hotel.

The remainder of Ocean's plan continues as expected, with "The Greco" disrupted, and guests leaving the hotel with their massive winnings. As Bank realizes his ruin, Ocean lets him know that they did everything for Reuben. He reminds him that he cannot get revenge, since Danny knows all of Bank's associates, who prefer him over Bank. He also cannot go to the police due to Bank's illegal activities.

The group uses the money they made off with to buy property north of the Las Vegas Strip for Reuben. As punishment for Benedict's treachery, Ocean donates his portion of the take to charity, all $72 million, forcing Benedict to publicly admit his philanthropy via television appearances on The Oprah Winfrey Show.

As the group disperses on their own and considers settling down, Rusty (Brad Pitt) ensures that the real Five Diamond reviewer, who suffered numerous discomforts during his stay at the hotel, is compensated by allowing him to win the jackpot on a rigged slot machine at the airport. The reviewer, unaware it is rigged, wins $11 million and publicly celebrates his winnings as Rusty walks away grinning.