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Practice English Speaking&Listening with: Ocean's Thirteen

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(jazzy, upbeat theme playing)

♪ ♪

(theme ends with a flourish)

(clip rattles)

(doors rattle)

(light clunk)

(high-pitched electronic hum)

(ring tone playing disco tune)



Where is he?

Got to go.

(upbeat jazz theme playing)

♪ ♪


What's the latest?

Nothing. They say the first 24 hours...

Right, right.


Did she understand?

It's not their fight.

Did she understand?

It's not their fight.

♪ ♪

Hey! Hey, Linus.

Hey, where are Tess and Isabel?

It's not their fight!


Any change?

Well, he's in critical condition,

but he's still alive.

You know, if he doesn't... Is Stan there?

Yeah, he's been there an hour.

Stan'll tell us what's going on.

Myocardial infarction.

He's endured an incredible shock to his system.

Can he recover?


Will he recover?

It helps if they have something to live for.


(heavy sigh)

Friends, uh...

Maybe that'll be enough.

OCEAN: Reuben, when it comes to Willy Bank,

you can't rely on contracts.

REUBEN: My lawyers say they're ironclad.

Give me some credit for my business sechel, hah?

I just don't think it's a good idea, and neither does Rusty.

Well, I'm doing it. It's done.

And you tell Rusty that I won't have to pull jobs

to keep my hotel solvent.

Hey, Reuben...

You fellas are young.

You don't understand.

Do you know that the Inuit people

put their elders out on a ice floe to die

when they're too old to hunt?


That's just a myth.

Yeah, well, that ain't gonna happen to me.

I can still hunt.

This is it. It's my chance.

I used to mean something in this town.

I would walk into a restaurant.

If it was full, they'd snap out a new table for me like that.

Listen, Reuben, if you're worried

about your place in history, then let us get

a street named after you, or a boulevard.

We could talk about that when I'm dead.


I appreciate you coming this far to see me,

but I got to do this.

MAN: Reuben!

REUBEN: Partner!

Reuben, oh, it's so good of you to come.

'Course! Of course!

Are there are more items for my punch list?

I got so much energy I can hardly sleep

from the excitement!

Where are you at

on the visas for the chefs?

My man in Washington says

they'll be stamped by the time we open.

No, no, no, not good enough.

That's what I said.


(Reuben chuckles)

Oh, that's good.

And the chandeliers?

My ex-wife's new brother-in-law.

You don't need the details. It's done.

Half price; they're already at the warehouse.

And... because I know it mattered to you,

I appeared before the city council.

The one-way street leading away from the rear entrance

now leads toward the rear entrance!

All roads lead to the Midas!

This is perfect!

Great views up here.

Where's the partner's desk gonna be?

Oh, no partner's desk.

Two desks?

No two desks; one desk.

One chairman's desk. One.

The, uh, arrangement...

is changing.

Was changed.

As a matter of fact, there is no arrangement.

Everybody said that you would try to screw me.


That you done it to every one of your partners.

But I defended you. I said, "Nah."

Me and Willy Bank been around long enough

that we both shook Sinatra's hand,

and there's a code amongst guys that shook Sinatra's hand!

Screw Sinatra's hand.


You're dead weight.

You think I'm gonna carry you and pay you at the same time?

Reuben... you're out.

Never. This is my land.

(Bank chuckles)

Was. Was your land.

You signed it over to the corporation.

For 50% interest!

Which I am gonna ask you to sign over to me

for a small cash payment.

I'm not signing that.


Get out of here. I'm not signing that.

What are you gonna do, throw me off the roof?

Well, I don't want to.

This is wrong.

This is all wrong.

(pen scratching)

You're leaving me with nothing.

You know, you're right.

And it's rude.

Here-- it's the first batch.

Just got made.

You changed the name.

I like it better!

Don't you?!

(gasping quietly)

SAUL: Reuben-- he always was too trusting.

LINUS: Is, Saul. Is.

SAUL: Of course. Is.

(man speaks Mandarin)

RUSTY: You try talking him out of it next time.

OCEAN: Look... Bank hurt Reuben.

I know how that makes me feel.

I know what that makes me want to do.

TURK: Well, I'll tell you what I'm gonna do.

I'm gonna get close to Bank,

and I don't care if it gets messy.

VIRGIL: I'll drive you.

We'll get him leaving his barber.

Good. Then I'll inject him.

Yeah. And I'll find a spot to get rid of the body.

RUSTY: All valid ideas.

Great initiative-- but...

But... even though Bank stepped over the line,

we have to do what's best for Reuben.

Which means we offer Bank a Billy Martin.

Wait a minute, and then what, he goes for it,

and that's it, he just gets off?

That's the rule.

No. That's the rules

for someone who understands the rules,

which Bank don't, 'cause he already broke 'em.

So he don't get the chance.

FRANK: For Reuben...

I think we give him a chance.

WILLIE: I need answers

before I ask questions, you get that?

All right, do it.


some guys I take seriously

tell me you're a serious guy.


What I want, what's most important to me,

is that Reuben gets his share of the hotel restored.

Now, I'm here to give you a chance to do that.

Oh, you're gonna give me a chance. Ha-ha!


So, Billy Martin?

I pass. The last time I looked--

and I look every morning--

it was my name listed as owner

on more valuable property in this state

than anyone else in history.

Which means you got

a lot more to lose.

Oh, but I don't lose.

People who bet on me to lose, lose,

and they lose big.

You come at me, you better know I move quick,

and when I do, I slice like a goddamn hammer.

So you're not gonna make Reuben whole?

If Reuben was too weak or too stupid

to see what was coming down, then you know what?

He doesn't belong here.

He's made the right choice-- roll over and die.

Let him be.

How long do I have to wait for a conduit?

I don't want the labor pains--

I just want the baby.

(upbeat, funky rock theme plays)

♪ ♪

♪ ♪

(whistling a tune)

Well, thanks for coming.

Thanks for the hundred grand.

If this takes longer than a day, though,

we're gonna have to renegotiate.

That's fair.

I'd like some, uh,

sencha or genmaicha.

Green tea. Yes, sir.

And don't burn it.

Pour it just before boiling point, not after.

Green tea. Si, signore. Grazie.

Just us three?

For now, we figured...

We figured we'd talk to you first.

Good Lord. How stuck are you?


Stalled, really.


(sighs): Run it for me.

Don't leave anything out.

Give me the big picture.

OCEAN: You want to...

It's all yours.

Where should we start?

Start with the hotel. Right.

OCEAN: Bank's swinging for the fences on this one.

Forget weekenders and conventioneers--

he's built this place for whales.

It's a shoo-in for the Five Diamond Award.

The marble was handpicked in Italy.

RUSTY: And the chefs stolen from

the highest-rated restaurants in the Michelin guidebook.

OCEAN: In the villas, for his big players,

the silverware is actually gold.

Bank's greatest strength is also his weakness: ego.

RUSTY: He's been spending his days

checking and rechecking every inch of the property,

getting ready for the grand opening celebration.

It's a compulsion.

OCEAN: Bank's right-hand man is a woman--

Abigail Sponder.

We're gonna have to let you go.

Turn in your uniform.

I only gained four pounds-- you can't.

Yeah, well, your body mass index

is not what it's supposed to be.

But, Ms. Sponder...

Oh, no, baby doll,

it's your butt that's the problem.

FRANK: You can't fire no waitress

based on appearance, man-- that's just unconstitutional.

OCEAN: If they were waitresses.

Yeah, they're actually hired as "models who serve,"

so that Bank can monitor their physical appearance.

It's a cruel, cruel practice.

So between Bank and Sponder, they got the place covered.

SAUL: When's opening night?

OCEAN & RUSTY: July 3.

Got fireworks at the stroke of midnight, the whole shebang.

(Rusty groans)

We're going in now?

It's already open.

No, it's a soft opening.

To test the place before the grand opening.

Yeah, it's kind of like an out-of-town preview,

only it's in town.

Soft opening, grand opening.

When they opened the Flamingo,

one day it was closed, the next day it was open.

End of story.

I know. I was there.

Well, it's different now.

So when is opening night?

RUSTY & OCEAN: July 3!

OCEAN: Now, the top casinos can clear

$3 million a day just on the floor.

Bank, with his high-level players and no limits,

is projecting five.

But, in exchange for the loans, he had to give up

six of the nine seats on the board,

so he doesn't control his own company.

And a couple of the guys he brought in aren't friendlies,

so he has to clear $500 million in the first quarter,

or he gets dumped out of his own hotel.

And, of course, Bank wants another Five Diamond Award,

fifth in a row.

Every hotel I ever owned has won

a Royal Review Five Diamond Award.

The Sagarro Inn-- Five Diamonds.

The Peloponnesian, Monte Carlo--

Five Diamonds.

The Grand Sapphire, Singapore--

cinco diamantes!

The Otemanu Crest, Tahiti...

I've never not won one.

ROMAN: So, how are you gonna get the diamonds?

RUSTY: We're not.

We thought about it for a minute,

then we decided it was...


But he's not gonna be winning anymore.

Tell him about Debbie.

Yeah, tell me about Debbie.

Debbie is concierge at The Bank.

She's very ambitious.

In a good way. For us.

As soon as I said the words "General Manager" and "Macao,"

she was in.

I put a cherry on top to make sure.

We found out who'd be reviewing the hotel.

We're gonna get to him before Bank can.

TURK: I feel bad. It's like torture.

This is war, kid.

There's gonna be collateral damage.

And he gets the Susan B. Anthony at the airport.

Eh, he doesn't know that.

So what, he has to know why he won to enjoy it?

(chuckles): Who says?

All right, so you'd go through that for $10 million?

No. I'd do it for eleven mil.

(switch clicks, dog barking, snarling plays)

Now, we found out Bank is tapped into

the Federal fingerprint database.

ROMAN: Highly illegal.

We came up with a way to piggyback his system

in between firewall checks.

Very interesting stuff out there.

Yeah, yeah, yeah. What else?

We're gonna get his whales.


He talked to Denny Shields.

Denny Shields?

After he bragged about you guys to Toulour

and started that whole slog?

We need him.

I should've kept my mouth shut.

And then I saw that guy walking around,

I didn't know who he was, and-- just some guy to me--

and I guess I pissed him off.

Denny, look, no way you could've known

who he was, so just forget it.

Oh, come on...

It's okay. Let it go.

Well, the other stuff I got taken care of,

it's all straight.

I got 18 whales, I spoke to their handlers,

I spoke to their managers, I spoke to their assistants--

every one of them's gonna leave.

We're gonna do it in two tiers.

I'm gonna leave first, they're gonna follow.


Okay. But you got to make sure they win.

Because these guys usually lose,

and when they lose, they get comped.

They're gonna win big.

How big? Five hundred.

Million? That night? Just the group of you?


No. It's a reverse Big Store.


Doesn't matter if we win.

As long as the casino loses-- yes, yes.

That could actually work.

So you need to rig...

Craps, blackjack, roulette, slots.

Now, this polymer reacts to ultrasonic pulses.

But it's not metallic, so the compasses on the table

won't detect it.

And it don't affect the weight when they mike the dice.

Now, this...

Not really a lighter?

But dice are controlled

from the manufacturer all the way to the floor.

OCEAN: Which is why we went all the way to the manufacturer.


(speaks Spanish)


(speaks Spanish, exhales sharply)


Put your mask back on.

So that's not your problem.

So you're jammed on blackjack?

We've embedded Livingston in the Shuffle company.

Now, the tack will stimulate your EKG

much in the same way a lie would.

But you have to step on it during the control questions:

name, birth date, so on.

So those levels will match the stress level

of your false answers.

Got it.

How much is this gonna hurt?

If you're doing it right? Should be pretty excruciating.

Is your birth date February 11, 1965?

(soft, pained gasp): Yes.

Are you wearing a white shirt?

(soft, pained gasp): Yes.

Have you ever been involved in the commission of a crime?

(pained gasp): Uh... no.

Have you ever defrauded

or attempted to defraud the gaming industry?

(pained gasp): Uh... no.



(chuckles): I love technology.

'Cause to look at you,

I'd swear you were being evasive.

But... the machine says you're clean.

(exhales): I'm just a little nervous.

I really want this job.

You can relax now.

Welcome to Shuffle Royale.

ROMAN: The Shuffle Royale.

Well, I doubt I've heard the last of that one.

So if blackjack is not your problem,

it must be slots.

Progressives run off computer chips now.

You're gonna have to program in a trap door.

I can probably find you someone to do that.

Thanks, Roman. We got somebody on the inside.

A great kid named Eugene,

who's got a little too much downtime.

He's run up a nice little online gaming tab.

He won't be able to keep it a secret much longer.

Now I have no, um...

Yeah, it's crazy.

How bad is it?

Uh, it's bad. I-I owe $30,000.

So it may as well be a hundred thousand.

All right.

Let's call it a hundred.

Are you...

(laughs): Thanks, Danny.

Eugene, my pleasure.

Now, tell me how you're gonna program that trap door.

ROMAN: So if that's not the problem, it must be roulette.

Cutting edge in that game is infrared scanner in the shoe

wired to a microcomputer somewhere on your person.

Which figures the probability

of where the wheels will land within three digits.

OCEAN: Yeah, we-we tried that one.

(man grunting)

RUSTY: In all fairness, the way he was dressed didn't help.

OCEAN: Not very subtle, this guy.

ROMAN: So you're stuck on roulette.

No. We're going low-fi.

We figured we'd get some loaded balls in there.

You're kidding. How you gonna deliver?

Two stages.

First we position a man of our own.

There's a gaming expo the day of the grand opening,

which Bank has committed to attend--

to show what a regular guy he is,

Frank's suiting up as the gamer.

FRANK: The men who make

the decisions are very, very hard to impress.

That's why I'm asking each and every one of you all

to help me sell it-- by being the most classy,

genteel ladies.

The image that we're looking for

is a tasteful elegance.

What exactly do you want us to do?

Raise those skirts up about three inches.

RUSTY: Second part, we tie Frank to one of theirs,

a pit boss with sticky fingers.

How much for these?

OCEAN: Does Willy Bank know you're stealing

his gold flatware, Neil?

How do you know my name?

Well, we know a lot of names.

We know your wife Mary,

your kids Leanne and Dolly,

we know you're the pit boss at the casino.

Come on, you don't wanna...

No, listen, we don't want

to hurt you, we want to help you.

We want to double your salary, all in one night.

What do you need me to do?

Right now, nothing.

Go home, do your job, and at the appropriate moment,

somebody will present themselves to you.

Enough said?

Enough said.

Who is this shill at the expo to rope Bank?

RUSTY: We're still looking.

We'll find someone.

Well, make sure it's someone he really despises.

Back to macro.

What is your exit strategy?

The players won't be in on the scam,

so they'll all think it's their lucky night.

But you'll never get them out the door

with all their winnings-- they'll dump it all back.

That's Vegas, and that's your problem.

Well, the exit strategy is a problem,

it's not the problem.

The problem is security-- we're drawing a blank.

It's a little spooky.

The specs aren't on the gray market, the black market

or any other market, and all I keep hearing is,

there's never been a system like this.

Now, I found out where they designed it,

but I can't even get in the building.

I've blown all my buy money, my bribe money,

four of my best I.D.'s, and I am nowhere.

Not only am I nowhere, I'm pretty sure I'm being followed.

OCEAN: Do you have anything?

Yeah, I think I have a name, but I don't even know if it's right.

They're calling it...

The Greco.

The Greco Player Tracker.

They're putting it in Vegas.


Well, I'll give you back the hundred grand.



I like you.

And you, Rusty.

I mean, you got style.

You got brio. You got loyalty.

You two are the Morecambe and Wise

of the thievery world.

But even they went off the boil.

You're analog players in a digital world.

You're done.

Believe me, I would love to go up against Greco

and crush him,

but it can't be beat.

It can't be hacked, and it can't be beat.

Not even by you?

Oh, with 18 months, nothing else on my plate,

no other jobs, no women or distractions...

Phew! Maybe.

You know everything about this thing.


except where it was being deployed.

The inventor's an old schoolmate of mine.

His name is Greco Montgomery.

Pompous ass named it after himself.

Greco? Roman?

ROMAN: Yeah, you've obviously never served time

in a British boarding school.

So what's so tough about this thing?

It's an artificial intelligence security system.

They must be field testing.

You mean it has a brain?

A hell of a brain.

It doesn't only think, it reasons.

MAN: It reads every permutation in every wager in every seat

in the entire casino, hand by hand.

It's wired into floor security cameras

that measure pupil dilation and determine if a win

is legitimate or expected.

It gathers biofeedback, players' heart rates, body temperatures.

It measures on a second-by-second basis

whether the standard variations of gaming algorithm

are holding or are being manipulated.

The data is analyzed in real time

in a field of exabytes.


You know what a terabyte is?

Yeah, it's a...

An exabyte is a million terabytes.


ROMAN: The Greco is housed in an impregnable room.

Shock-mounted, temperature-controlled,

and it locks down if it even senses it is under attack.

If it locks down, they wouldn't even be able

to get out of the room.

Couldn't we just... shut it off,

you know, cut the wire?

That could work.

Better still, you could just kick

the plug out of the socket.


No, short of walking into that room

with a bloody magnetron around your neck...

You know what a magnetron is?

Something that... screws up the Greco?

(mocking chuckle): Short of that...

I'm kind of shocked this is where we are,

because... this is a problem.

That's what I said.

But if we could somehow shut it off...

No, there's no if-- it cannot be shut off.

I mean, you'd need a real natural disaster,

an actual act of God.

But if we could...

You can't.

But if we did...

You can't.

You could.

Don't flatter.

If we could, how long would it take to reboot?

Because it's so sophisticated, three and a half minutes.

Might be enough.

Pick your natural disaster.

Get me a laptop.

Now, the drill accesses through a sewer main off Paris Drive.

It grinds along here

into the northwest corner of the hotel... here.

Probably about six RPM, so you won't wake all the neighbors.

When it reaches the resonant frequency,

the building acts like a tuning fork.

To people inside, it'll feel like an earthquake.

That should knock out the Greco,

and... that's your exit strategy.

(low mechanical whirring)

Hey, Bash!

I'm up here!

Hey. Here you go.



Hey, where are the mags?

(groans): Linus!

Look, I can't buy those things.

I need them. I can't leave.

Well, I... I'm sorry...

Why are you such a...

Ask somebody else. Ask Livingston.

You're such a wowser.


read this to Reuben.

I've done research.

Positive messages get through.

RUSTY: I can't say this.

No, no, I'm saying it-- you're just a vessel!

Come on, Basher, look, why don't you take a break.

I'll watch all the equipment.

You go read it to him.


You know, when they were digging the tunnel,

they had teams of guys monitoring this.

Yeah? How many?


RUSTY: That's a 5.6.

If you don't think a 5.6 is possible,

or even likely, then quite frankly,

you don't know much about the Billups/Mancini Report.

Specifically, the section on the Mojave Block.

I know what you're hoping,

that it'll just be a blind thrust fault.

OCEAN: See that? That's Rusty there. See Rusty?

(loudly): He's doing an Irwin Allen.

See that?

He's not deaf, Linus.

BANK (over TV): Well, bottom-line me.

RUSTY: Close your hotel. Permanently.

BANK: What?!

We haven't even opened yet.

What are all those people downstairs?

Well, that's a soft opening.

It's like an out-of-town preview.

What do you think, you can just

come in here, tell me to close my hotel?

I'm not gonna close my hotel.

Sir, if you'll just

let me come in with my team and our gear


...for a few days, I can prove what I'm saying.

There is no way we are exposing our exclusive clientele

to a bunch of...

RUSTY: Scientists?

We wouldn't want that, would we?

Let's just hope for the best, shall we?

That should be enough.

Take this.

It's a standard torsion seismograph.

If there is a foreshock, it will register,

and you just might have time to evacuate.

I don't want this thing on my desk.

No, sir, let me tell you what you don't want:

your hotel on the cover of Time magazine

in a twisted heap of steel and glass,

you and your customers are underneath it,

headline reads:

"Who's To Blame?"

That's what you don't want.


Um... put an evacuation plan on paper.

Will do, sir. Consider it done.

I do thank you for your time.

If you want to really put yourself to good use,

why don't you hit the tables?

Oh, I don't gamble, sir.

Neither should you, not with people's lives.

I'll, um, screen the meetings more carefully next time.

Sorry, Mr. Bank.

OCEAN: And now we have a camera in Bank's office.

I'll see you, Reuben.

Oh, um...

A letter from Basher.

"Dear Reuben:

"As the band said, 'Two hearts beat as one.'

"When men have been in battle together,

"they are bonded like the flower

"and the soil and the sun.

And like the moon catches the light..."

Reuben, I'm gonna go ahead on and leave this... here.

I'll see you, pal.

RUSTY: So she says, "What'd I do? What'd I do?"

And I said, "What do I look like, a pancake eater?"

Hmm. So you just left it there on the floor?

Right on the floor.

For how long?

Next morning.


(chuckles softly)

(ring tone plays)


Thanks, Debbie.

Pack your swimsuit.

All right.

(swanky exotica instrumental playing)

♪ ♪

♪ ♪

♪ ♪

♪ ♪

♪ ♪

♪ ♪

SPONDER: I don't want to see

any slack faces in front of the house.

Only happy faces.

No slack faces.


Go! Go, go!


(Saul gasping)


SAUL: I'm sorry.


(coughs lightly)

Ah, Mr. Shields.

Thanks. Thanks.

Where are you going?

We got you booked through grand opening.

A friend of mine, a very serious man,

told me very seriously that it would be a good idea

if I left the hotel.

I'm taking his suggestion, Willy.

He can't be too serious

if he knew what I got in store for you now.

Willy, I'm out of here. Thank you.

Oh, come...

See you, Willy.

I really hate to see you go, man.

Let's go.

(cell phone ringing)

Bank here.



The gentleman in the trilby, sir.

The what?

The Doctor Dolittle hat.

Well, why didn't you just say that?



Yes, sir.

Excuse me, Mr....?

(British accent): Chubb, Kensington Chubb.

Um, how do you do, Mr. Chubb?

Would you like to follow me?

I think I might be able to move things along.

How very nice of you.

(dog barking)

No, no, no, no, no.

Her Highness is a very delicate animal.

It upsets her so if anyone but Papa carries her about.

(chuckles): All's well, dear.

Why don't you just follow me?

You're very considerate.

I do appreciate what you're doing for me.

You see, I have a very...


Oh, sorry.

Hey, why does he get to go... He's a VIP.

So what's that make me?

A V.U.P.?

A Very Unimportant Person?

I have a reservation.

Why don't you go on break, Jim?

I'll handle this guest.

Hello, sir. I'm sorry for the wait.

Welcome to The Bank.

(phone ringing)


Kensington Chubb here.

RUSTY: Saul, it's me.

He's in his room.

Blast him.

(normal voice): Got it.

RUSTY: Gloves and mask.

Don't take any chances.

SAUL: Got it.

(upbeat jazz theme plays)

♪ ♪

♪ ♪



Hello. Front desk.

Yes, I'm in room 1706,

and there's some sort of terrible smell in here.

It smells like...

Well, I need, I need to move.

Certainly, sir.

I'll just see if we have anything available.

I'm sorry, sir.

We are fully booked through the grand opening gala.

But I'll let you know if anything opens up.

Enjoy your stay at The Bank.

But I...



MAN: Absolutely.

SAUL: And would you let

the VIP Concierge know

that I'm ready to see all the available rooms.

Right away, Mr. Chubb.

Thank you.

Her Highness is so very sensitive to smells.

(man speaking Spanish)

(whimsical jazz theme playing)

Hello. I'd like a table for one.

I hear your risotto is tremendous.

It is tremendous.

The name on the reservation?

I'm a walk-in.

Oh, I'm sorry, sir.

I can't accommodate you.

Those are reserved.

May I recommend one of our other restaurants?

Ling Su--

Cantonese-inspired Szechuan cuisine.


♪ ♪

♪ ♪

LINUS: Okay, it is not a prop for prop's sake.

No, the Brody can work.

What, just 'cause you have

the greatest cover known to man, right?

So you don't even have to think about these things anymore?

Right, congratulations.

No, maybe you're getting soft.

No, I'm not gonna put Danny on.

Or Rusty.

Just... good-bye, Dad.

Okay, I rerouted all the impulses

going to the main randomizer.

In blackjack, the, uh, best score you can get is 21.

It's called blackjack.

So the result should be 20s and blackjacks

to all the players,

with a dealer "bust."

Here we go.

This is your cards.

That's mine.


Okay, do over.

Do over.

(mumbling softly)

Okay, uh, I'll keep working.

Yeah. Good.

Great. Good.

Yes, I'll have the dumplings and the shitake mushroom tempura.

And a sparkling water.

Okay. Thank you.

(quirky jazz theme playing)

♪ ♪

♪ ♪


I'm gonna finish this.




Room cleanliness.

♪ ♪

♪ ♪


STAN: At this point, there's nothing I can do to help him.

OCEAN: But you said that he'd be--

uh, whatchamacallit-- ambulatory by now.

STAN: Are you keeping his spirits buoyed?

OCEAN: Well, we're working on it.

Thanks, Stan.

Oh, no, no.

That's way too much.


It's not like I removed a bullet.

This time.

(chuckles): Okay, guys.

LINUS: Dr. Stan!

Hey, Linus! How's it going?

Great. We're dead.

What are you talking about?

The factory in Mexico is off-line.

Off-line? What does that mean exactly?

I couldn't get details. It's just shut down.

You don't think that he...?

Yeah, I do.

Oh, boy.


(crowd clamoring)

(all shouting in Spanish)

So, he says that they want their bread,

and they want their roses, too.

OCEAN: Well, you got to get down there

and straighten this out.

He doesn't listen to me.

You're going.

RUSTY: Listen, we... we don't get this factory back on-line,

we're gonna have to dock this showboat.

What he means is the whole operation

hinges on you getting...

Dude, I-I got the showboat metaphor.

Thank you, Linus.

All right, I got to get back.

OCEAN: What?

What do you mean what?

How about a little something for the effort maybe?

We pool tips!

The other guys are gonna think I'm kiting.

Ah, okay, all right, fine.

Come on.

You know, you want it to come out of my pocket?

That's not nice.

Hey, I ain't got my check.

(ring tone plays)


What is this?

That's, uh, 35 cents.

Take it easy. What's the problem?

The tri-cone optimizers

that feed into the nipple-sleeve receivers

perforated their lubricating bladders

and began punching against the side walls.

RUSTY: Uh-huh.

Uh, picture a knee,

but without any cartilage-- bone on bone.


There's a shearing effect

when alloys of different density abrade.

The softer of the two...

Becomes magnetized, reversing polarization.

I know.

(Basher coughing)

Where's that put us?




RUSTY: Okay, the good news is,

there's another B600 available--

the one that dug the Chunnel.

FRANK: I thought we had the one that dug the Chunnel.

We did.

We did.

This one dug from the French side.

The bad news is, with timing this short,

we're gonna have to buy this one. And it's expensive.

OCEAN: How much do we have left?

If I tap the whole contingency, just over ten million.

How close does that get us?


OCEAN: How much is it?





OCEAN: Thirty-six?

TURK: There's no way to do it without the drill?

RUSTY: Drill's the exit strategy.

LINUS: Well, is there a way for us to raise money?

SAUL: I've got everything I have in this already.

So do I. Me, too.

RUSTY: We all do.


OCEAN: If any one of us was lying up in that bed,

Reuben wouldn't rest until he made it right.

Now I got to go up there and tell him that we failed,

and there's nothing we can do about it?

(Yen speaking Mandarin)

LINUS: So we're stopping?

OCEAN: I'm not saying that.

LIVINGSTON: So what, then?

BUTLER: Scusa, signori.

Mr. Reuben is-a talking.

He ask-a for Mr. Danny.


I don't want to go.

Come on. No.

REUBEN: I hear cars

pulling in.

I hear whispering conversations.

Linus crying.

Why don't you tell me what everyone else seems to know?

Well, we came in here to...

(footsteps running up stairs)

The thing is, Reuben...

Wait, wait, wait.

Hi, Reuben.

Good to see you smiling again.

Can I talk to you guys for a second?

That's your idea?

Well, we've shaken all the trees,

we've looked under every rock, we've searched every...

I mean, w-we've talked to everybody we can trust.

I know it's not a great idea, but it is an idea.

And I think as long as we have one idea, we shouldn't give up.

I was really hoping to avoid that this time.

Number one:

if any of you try to screw me, you'll be dead.

And I'm gonna be looking in

on the operation just to make sure.

Number two: if I lend you this money,

I'm your senior partner.

Last money in, first money out.

And you will double my investment.


Was that a yes?


That monstrosity that Bank calls a hotel

casts a shadow over my pool.

Break him.

Break him in half.

The man has no taste.

And yet every time he opens a hotel, he wins

a Royal Review Board Five Diamond Award.

Every time he wins

a Five Diamond Award, he celebrates by...

OCEAN: We know. By buying one for his wife.

You mean five.

One is five.

BENEDICT: Number three...

I want you to steal the diamonds.

(chuckles): No, it's...

Can't be done.

We don't have the manpower...

Or the time. Or a way in.

We get caught, we go away for life.

We're not gonna risk that so you can get his diamonds.

BENEDICT: They're not for me.

I just want him to lose what matters most to him.

Do what you want with them.

But either you steal the diamonds,

or you find somebody else to finance your drill.

BASHER: So, what's the deal with these diamonds, Danny?

OCEAN: They're Tiffany, 30 carats each,

matching the awards plaques.

On today's legitimate market,

they'd be worth $250 million dollars.

Bank's already purchased the next one

in anticipation of winning the award.

The rest are kept in a secure glass viewing booth

at the top of the tower.

FRANK: And Benedict said we can keep them?

OCEAN: That's what he said.

BASHER: Well, then why weren't these diamonds

on the agenda to begin with?

Because it can't be done.

SAUL: This is why

revenge jobs don't work, Daniel.

You put yourself in a position,

you know you should walk away, but you can't.

This is how guys die or go to jail.

All right.

So anybody want to walk away?


I didn't say I was walking away.

Let's gut the son of a bitch.


Now, Bank fired Gehry, Gwathmey, Meier, four others,

just so he could say he designed the hotel himself.

What this means to us: there's no set of unified plans.


RUSTY: Well, according to March '05 plans,

there's interior shafts with potential access

to the diamond viewing room here, here and here.

But the May '05 plans only show shafts here and here.

September '05 shows no shafts.

And December '06 plans are the same as the March '05.

Wait, how many sets of plans are there?

That's ten.

Since we can't trust the accuracy of these drawings,

based on my walking around,

these are the shafts we have to clap an eyeball on.

Now, there's still no way of knowing the thickness

of the floor underneath the diamond room.

Anything thicker than five inches, we got a problem.


This here is the elevator shaft,

which can be accessed through a Super High Roller Villa.

Got it?

All right.

So who's gonna be our Super High Roller?

(upbeat, funky jazz theme playing)

I'm so sorry to have been a little tardy, Mr., uh...?

Pepperidge. Lenny Pepperidge.

I'm Mr. Weng's communicator.

He'd like you to know

that he was waiting for seven minutes.

We received your ten-million-dollar

cash deposit, and I would like you to know

that what we normally do with our...

Mr. Weng won't take a line.

He's a man of extraordinary discipline.

He's willing to risk ten million, not a dollar more.

Did you say Mr. Weng was in real estate, Mr. Pepperidge?

That's right.

I only ask because his name

doesn't come up on our standard file database.

And Mr. Weng and I have worked very hard to keep it that way.

Exactly what kind of real estate did you say that Mr. Weng

was involved in?

Look, he owns all the air south of Beijing.

The air.

Put it to you this way.

Try building something larger than three stories

in the Tianjin province,

see if his name comes up in your database then.

(shouting in Mandarin)

How quickly can you transfer his money

from your cage to the cage at the Bellagio?

Now, I don't think

that's necessary at all, Mr. Pepperidge.

We've reserved our largest villa for Mr. Weng.

(speaking Mandarin)

(phone rings)

Extension 765.

SPONDER: Hello, Robert. This is Abigail Sponder.

Your bureau chief introduced us

not too long ago at the Gaming Fraud Seminar.

I remember you.

What can I do for you, Ms. Sponder?

Well, you know we're about to open the new property,

and there are a couple of characters here

I'm not too sure about.

Why don't you give me their names, and I'll check them out.

(Linus grunts)


Up you go.

(speaking Mandarin)

What do you mean you're not going?

You got to go.

(speaking Mandarin)

RUSTY: Too fast?

You did the bullet train stunt with all of Asia watching.

The elevators aren't faster than that.

(speaking Mandarin)

That was CGI?

Wait, so those weren't your legs?



(speaking Mandarin)

RUSTY: Okay, then.

We're down again.

Well, what about Reuben?

OCEAN: Well, there's hospice.

RUSTY: Assisted living.

I mean, we could pay somebody to read to him.

RUSTY: Maybe he'll see his next birthday.

OCEAN: Mmm. January?

I don't think so.


Shit, shit, shit.

(rumbling whoosh)

(rumbling whoosh)

♪ ♪


OCEAN: And then what happened?

RUSTY: She said she liked surprises.

I don't think that's what she meant.

You think?

So she put down the remote.

And I put the towel back on.

Well, those are the waters.

Relationships can be...


But they're also...

That's right.

I've gone through so many blueprints,

I can taste the ink through my fingers.


The only other access point

is through the main air conditioning duct.

We got to move that guard.

We don't have anything on him.

Let's find something.

I can get to the helipad from there, too.

Let's find something.

I remember when this used to be the Dunes.

Reuben taught me to shoot craps here when I was a kid.

I'd play hard ways and double sixes.

He straightened me out.

I was twenty... two.

First time I met Reuben, he looked me off getting cheated

at an all-dealers game at the El Rancho.

Then he bought me breakfast.

Sands was there.

Desert Inn.

They built 'em a lot smaller back then.

They seemed pretty big.

Town's changed.

(slow, ethereal theme playing)

♪ ♪

♪ ♪



BANK (on TV): You know, if I read one more puff piece

about Vegas legend Terry Benedict,

I'm gonna have to buy a magazine of my own.

And I haven't forgotten about that phone.

Uh, the gold model, the one that retails for 10,000?

That's the one.

The top of the line Samsung.

Okay, that would be, um, ungettable.

No, no, you call Teddy Sanders in promotions.

Um, I did that,

and he promised you the very first one,

as soon as it comes off the line, in September.

BANK: Well, that's July for me.

You just, uh, make it happen.

(speaking Mandarin)

What'd he say about Samsung?

He said he used to bowl with the owner of Samsung.


Well, call Danny.

Oh, and tell Danny I know the perfect guy

we can use for the roper at the expo.

BANK: I thought we were addressing this.

We were. We are. Randall is.

I must have put too much...

Don't blame yourself.

He should've fired you a week ago.


Are you having a nice day?

And you, sir?

How's your Bank experience?

Oh, well, it's, uh...

Can I be of any personal assistance to you?


(chuckles): Oh.

This is quite unorthodox.

I have never found myself

talking directly to a hotel owner.

Ah, I understand.

You're just a customer.

And I'm just an engaged innkeeper.

Spot on.

(imitates accent): Spot on.

Well, so far, in my book,

this establishment is, uh, aces.

Oh? Aces?

That's good.

The ace of diamonds... I hope.

(laughing): I see what you're...

Diamonds indeed. Yes.

(TV playing softly)

OPRAH WINFREY: ...your apartment with

everything you need, like a lovely new living room

from Walter E. Smithe!

(knocking on door)

(audience cheering)

Hey. Hey.

Okay, the guard by the main elevator shaft

has a little Hitler for a son.

Real Ritalin sniffer.

Yeah. You okay?

Yeah, no, I just bit into a pepper and...

(sniffles) Oh.


Is that...?


Are you...?

Are you watching Oprah?

With a bottle of wine?

Did you TiVo this?

I was reading the paper.

With the sound at full volume?

OPRAH: Yes, yes.

(woman laughing)

Yes, yeah, hold on, hold on.

And not one, not two, not three, but 12 new beds.

(audience cheering, woman shrieking)

(audience and guests cheering and screaming)

I mean, it's not just about the kids.

I mean, I'm happy for the kids.

Right, I know.

OPRAH: So I think we've come up with

the answer to your prayers.

This is what I think we're gonna do.

We are buying you a house!

How's it going in Mexico?

(cheering, screaming)

Well, Turk's there.

Are they really gonna build her a new home?

Yeah, for the whole family.


OCEAN: And then what did you say?

RUSTY: What could I say?

OCEAN: Nothing.

RUSTY: That's what I said.


You guys been talking to my father?

Why would we do that?

That's not a no.

Well, look, he...

He just wanted to know how the nose was working.

Oh, I knew it, man.

He just can't leave it alone.

What'd you say?

Oh, I told him the nose plays.

The nose does play.

The nose plays.

It's great.

It's huge. Great stuff.



Hey, are you gonna get the factory open?

(crowd clamoring)

Hell, yes! We just got to break management!

They can't keep treating us like this!

Well, I got to go!


Hey, come here.


(clamoring continues)

(cell phone ringing)

Yeah, Ortega here.

OCEAN: Mr. Ortega, this is Vice Principal Meckler.

Oh, no.

I'm afraid so.

We've had another incident with Manny and Ms. Kelso.

It was the leg this time.

We need somebody to come down and pick him up.

My wife can't...

I'm sorry, sir,

your wife we haven't been able to get a hold of.

We've left messages.

Yo, yo, yo, yo, yo! Buddy, buddy, buddy, buddy!

Do me a favor.


Cover my post for half an hour.

Oh, man, I was just about to go on break.

Come on, man, help me out.

My kid just bit the lunch lady again.

Really? Yeah.

Yeah, all right.

All right, man, I owe you one,

all right?

Yeah, you do.

See you later.

(funky jazz theme playing)

♪ ♪

All right.

According to this...

the room where the diamonds are held

is directly above here.

♪ ♪

FRANK (over speaker): Wow.

Quarter of a billion dollars worth of diamonds

and 18 inches of poured concrete in the way.

Man, we can't drill through that.

LIVINGSTON: It's just one thing too many.

RUSTY: Look, we're talking about a secure room, Terry.

This isn't just a glass box these diamonds are housed in.

This is two-inch thick, concussion-proof glass.

LINUS: Wired with pressure-sensitive

seven-digit coded alarms.

Kill the power to the hotel-- it's worked for you before.

BASHER: No, no, no-- see, the case and the alarm

both have independent power supply.

I mean, and besides, you don't run the same gag twice.

You do the next gag.

How big a deal is it if we don't get the diamonds?

You have all your affairs in order?

(Ocean chuckles)

OCEAN: All right, so what we have to do

is get inside that glass case and switch in the replicas.

(chuckles): How are we supposed to get in the room?

Bank is the only one with access, right?

Sponder has, too.

What, Sponder has access?


Then we're in. I...

Sp-Sponder's a...

well, I believe the term is "cougar."

(suppressed laugh)

LINUS: It's not my term.

I read about it in Maxim magazine.

Okay. Well...

let's get Rusty in position...

LINUS: No, no, no, not Rusty.

Me. I'm in. I'm already in there.

I-I put this whole thing in motion

before I even realized it.

I mean, I'm so deep into Pepperidge,

I don't even think, I just react-- I am him.

You know what? Okay, great. Great.

Would you just tell 'em?

Oh, now you don't understand English?

(speaking Mandarin)


She was not trying not to laugh.

You know what?

I can do it.

RUSTY: He says he can do it.

All right, Linus, go get her.

All right.

Give him the accelerator.

Natural? Chemical?

I don't need an accelerator, Danny.

Just make it powerful.

Thanks a lot.

I'll fly in a Gilroy.

Yeah, get two.

You don't need it.

OCEAN: Just one Gilroy.

Last time you did...

RUSTY: News from Mexico.

From a journalista I used to...

Uh, she's an ally of the workers.

What she tells me is that the strike hinges on,

uh, working conditions and the fact that

labor feels they're underpaid by 50%.

I'm sure you'll agree, Terry,

it's always about the money.

OCEAN: How much are we talking about?

RUSTY: $36,000.

How many workers?

200, give or take.

All right. That's...

Just over $7 million.

RUSTY: No, no, no. Not 36K per person.

36 total.

FRANK: Turk and Virgil got 'em holding out

for $3.50 a week?

It is a five-percent increase.

We'll write 'em a check.

We'll postdate it.

(cheering, shouting)

(cheering, shouting continue)

(funky jazz theme playing)

♪ ♪

♪ ♪

Hey. Stay cool, man.

Later, bro.


(replies in Spanish)

ANSWERING MACHINE: This is Roman Nagel.

If your consciousness

absolutely has to intrude upon mine...

leave me a message.

LIVINGSTON: Hey, uh, Roman?

It's Livingston.

I, uh, heard you were out here taking some meetings,

and I was wondering

if you could, um, like, help me out

with a technical problem I've been having

with one of my assignments.

Oh, and I was hoping that we could, you know,

keep it on the down-low from Danny and the other guys

that I'm coming to you for help.

So... call me when you get this.




Was Sponder with him?

(Benedict clears throat)

A whole new segment.

Which car?

Let's lock this up right now.

Which Rolls?

Exclusive rights.

All right, what's the ETA?

In... Tunica, Mississippi.


He's on his way.

Think he's gonna fall for this?

You did.

You ready?

I was born ready.

(funky jazz theme plays)

Who advanced this?

Did I not say he was to have this room to himself?

You did, and he was.

And what part of that

Oh, hello! How are you?

did you not understand?

I caught your show.

Great to see you.

That kid is great.

Oh, thank you for that.

Congratulations on the enormity of your success.

Oh, back at you.

Yeah, love and respect.

Good seeing you, Bernie.

Peace, my friend.

FRANK: Allow me to introduce to you

the greatest advance in gaming since pari-mutuel wagering.

Get beyond boring cards and tired dice.

It's electrifying!

It's exciting!

It's 'Nuff Said!

(crowd chuckles)

Yes, sir!

Oh, my God-- Mr. Bank.

It's an honor, sir.

May I please give you a demonstration

of casino dominoes?

House edge: 14%.

Is this documented?

Of course.

All the action makes the player feel like they have

a fighting chance, if you understand my meaning.

Check it out, ladies and gentlemen.

Mr. Bank is gonna give a young and upcoming gamer a chance.

Give him a warm applause.


Come on, now!

All right, make it quick.

Thank you, sir.


Mr. Bank, first round of betting.

Next: dominoes!

Second round of betting.

Upcoming: community dominoes.

Mr. Bank, if a player win a multiple of five

on the first spin, he or she is a winner.

Pay out: five to one. But guess what?

They're already laying 11 to one.

So when they win, Mr. Bank, we win.

'Nuff Said.

Mm-hmm. That is good.

I'll tell you what, why don't you, uh,

send me some of your literature,

and, uh, we'll see what we can do.

Literature, literature-- Mr. Bank, come on, now,

you don't need to read no literature.

All you need to do is feel it!

(chuckles): Well, I feel it.

It's just that I don't know if it's Bank-able.

All right?



BENEDICT: I'd like to place

this game in one of my casinos.

FRANK: Now, that's what I'm talking about.

That's progressive thinking right there.

And I embrace the fact that 'Nuff Said

might grow a whole new segment in my hotels.


And I'd like to lock this up right now.

Exclusive rights.

I want to place this beautiful domino table

at our Tunica location.

BANK: Mississippi-- that's where games

go to die, isn't it?

Stay out of this, Bank.

You've already passed.


Then do for him what I'm prepared to.

Prime placement, center room, Vegas, tonight.

(funky jazz theme playing)

SPONDER: Now, Mr. Bank has three minutes,

you've got one. Go!

Mm-hmm, mm-hmm, all right.

Okay, well, uh, there'll be a series of brocades.

Then the Dahlia shells,

Weeping Willows, Tiger Tails, Whizzers...

Whoa, whoa, whoa. When's the jump?

The motorcycle guy?

Mr. Roads will jump his motorcycle

through the fireworks and over The Bank sign...

All right, you guys got to get together.

Fireworks and stunts, all right?

You got to be on the same page.

Because if all eyes in Vegas are gonna be on me,

it's got to be perfect. Mm-hmm.

All right, so take it from the top.

Yes, sir. Okay, around about 12:00...

Not around about-- at 12:00.

The stroke of midnight.

Go off the navy master clock.

(groans): Oh, don't make a maniac out of me.

Where the hell are they going?

Um, I don't really know what's happening, sir.

We've just lost two dozen of our biggest players

without an explanation.

Well, get an explanation!

Ms. Sponder, this just came in.

Rush express. Hand-delivered.

Oh, thank you.

(laughs): Thank you! Thanks.

My pleasure.

(Sponder giggling)

Guys, let's go.

SPONDER: My dear Mr. B,

this is a thank-you for all that you've given me.

The opportunity, the kindness...


the warmth, the ch...

The one you couldn't get, huh?

The one you couldn't get.


(footsteps clunking)

(popping, booming)

(cool jazz theme playing)

♪ ♪

♪ ♪

♪ ♪

♪ ♪

♪ ♪

BANK: How did Ocean get all my big players?

Would you like me to have him removed, sir?


They'll all go with him.

(cheering, whistling)

(man shouts in Japanese)


How are the matches?

Why don't you come see for yourself?

♪ ♪

♪ ♪

BANK: All right, why don't you give me one reason

not to bounce your ass out of my place?

You know the reasons.

You already decided before you walked over here.

They were all booked here!

You took 'em.

What'd you do, bribe 'em?

Buy 'em?

Trick 'em?


You brought 'em here to rub it in my face.

You know, you're half smart, Ocean.

Why don't you get real smart?

Let 'em play here,

and I'll give you ten percent of their losses.

Now, you give it to Reuben if it makes you feel any better.

I'm not that easy. You almost killed him.

20 percent, whenever they gamble here.


So it's done?

How do I know that you won't...

We cash out every night, settle in cash.

Otherwise take 'em back again.

(crowd applauding)

They'll need villas.



Let's go, boys.

There we go.

All right.

Let's hit the tables.

But I say why not feel it?

Why not feel the rush?

Come on, take a trip.

Shake my hand. Who knows?

Maybe you have what it takes to break The Bank.


(pounding on door)

Long past checkout time, sir.


I'm in no condition to check out.

You've overstayed your reservation, sir.

We need the room.

But Nevada innkeeper laws

make it illegal to evict a guest who's sick.

Except in case of public health and safety, sir.

You're obviously experiencing

some sort of outbreak.

Or when an occupant evinces

a flagrant and repeated disregard for

standards of personal hygiene...

I haven't disregarded my hygiene.

Sir, what we're trying to say is,

you've gone nose deaf. What?

You're oblivious to your effect on other guests.

I really don't see what effect

I've had on other guests...

15 minutes! 15 minutes!

and... up here...

15 minutes!

Fif... Hey. 15 minutes.

Pack your things, or we will pack them for you.

Get the picture?


Do you get the picture, sir?

Do not make us come back here, friend.

Pack your things.


Pack your things! Okay, okay.


(doorbell rings)

Well, hello there.

There are no tomorrows, Mr. Pepperidge.


Call me Lenny.

I need this room.

I gave Mr. Chang a...

...Mr. Weng a chance.

I need the Asian villas, all the Asian villas.

Oh. Well...

perhaps you'd like to tell Mister...

Weng yourself.

(exhales sharply)

In fact, I would.

I would, because, uh, you know,

the last time we spoke...

he was quite rude to me.

Well, in that case, you'll find him

somewhere between the cashier's cage

and the high-stakes pai gow room.

He was about to eat

when the mood to play suddenly hit him.

It just hit him, just like that?

Well, I might've said something to encourage him.

Why would you do that?

(sighs): When you work for a powerful man...

sometimes the collar can get a little tight.

(exhales): Ooh...

Excuse me.

VIRGIL: Is it on?


Thanks, homes.


Nestor says hang tough.

Mr. Bank... I just want to thank you

for throwing me out of your hotel.

And who are you?


All right, fellas.

Thanks, Bash.


(high-pitched): You're such an idiot!

(debris clatters)


(indistinct conversation)

(quietly): Just don't-don't move.

Come on.

We're gonna need you standing by in a support capacity.

FRANK (over radio): Bad news just walked in.

All right, the Bureau's in the house.

If they move towards blackjack, somebody tip Livingston.

BANK: Well, let me welcome you to The Bank

with our finest Kubota sake.

And good to have you back, Denny.

Got some Grey Goose on ice for you.


(speak Japanese)

Livingston Dell?

Federal Bureau of Investigation.

We've got all the exits covered.

You got nowhere to go-- don't be stupid.

(handcuffs clicking)

Whoa! Hey, what is going on here?

You've been breached.

We've had this man under surveillance.

He rigs machines.

He rigs 'em?

We've been in contact with his company.

His background information was bogus.


well, how many machines has he gotten his hands on?

I'm not sure.

All right, well, let's change them out.

We won't have enough.

The company's sending over new machines.

Well, if he rigs machines, he's working with players.

We know he's involved with confederates.

We just don't know who they are.

If you see anything that looks unusual,

you contact us.

You bet.

You think this is over? This isn't over.

I'm pressing charges.

State and Federal charges, got it?

Now, get him off my floor. Come on.

His fingerprints are all over that shuffle machine.

Yes, sir.

I need a name and all known criminal associates.

Bank's gonna run the prints off the shuffle machine.

TURK (over radio): Damn, he's good.

OCEAN: He'll get Livingston's I.D., and known associates.

RUSTY: That's us.

SAUL: Uh, what do we have in place for this?

OCEAN: Nothing. They'll scoop us all up,

and Bank'll have the best night of his life.

We can't let it get to Bank.

I know what to do.

We'll set up a cartwheel.

Back at the house, 15 minutes.

OCEAN: Who's gonna hack this?

Well, the ideal person's in the back of a car in handcuffs.

TURK: I can handle it.

RUSTY: Is anyone else available?

This is Virgil. I'll give it a shot.

TURK: I can handle it.

RUSTY: Virgil it is.

Get it done, Virg.

(jazz theme playing)

Switch these out first, then do the main floor.


All right, time for the starter's gun.

Rusty, what's your 20?

Anybody got eyes on Rusty?

My guys are getting roughed up, and they're gonna walk.

And this is a two-man play.

RUSTY: Back in range.

Just had to make a last-minute pickup.

Hi, boys.

OCEAN: Hey, there he is!

Hey, Reuben! There my man!

Reuben, welcome back!

Missed you, buddy.

Aw, Reuben, welcome back.

(Yen speaking Mandarin over radio)

Let's raise the minimum.

I'd like to play all the seats.

(low, powerful whirring)

(Sponder whispering indistinctly)

(continues whispering): ...pineapple...

LINUS (chuckles): Really? Pineapple?


No, wait, wait, no, no, not-not here, not here.

I could lose my job.

(panting): Oh...

doesn't the forbidden make it seem

so much more pleasurable to you?

No, no, no, no. Abigail, Abigail,

I can't be free with myself in Mr. Weng's villa.

Is there another room?

No, we're overbooked by 40%.

Somewhere, somewhere we can go where we can be alone.

Please. Abby, take me.

(panting, moaning)

Oh, okay, come with me.

Cue the slots.

(excited chatter)

This is why we have soft openings--

so things like this don't happen.

Get 'em fixed.

Yes, sir.

♪ ♪


(Sponder moans)


What is? Me or the diamonds?


You know, Lenny,

I think you're the most honest man in this town.

And I don't think we're gonna need

the security cameras for this next part.

(smacks lips): Oh.

Well, not unless

(clicks tongue)

you want to watch the playback.

(phone rings)


I thought we agreed to turn off our phones.

I know, but that's Bank-- he's the only one

that has that number, and I...

(ringing stops)



I could make you give that back to me, you know.

You could try.

Do you have any wine back there?

I got everything you need back there.

Chateau d'Yquem?

As long as it's not '73.

(Abigail chuckles softly)


Send that to Bank's office.

(water running)

(phone rings)


BASHER: Cue the cartwheel.

You got it.

Like, I was so happy when I saw her, like, on the magazine.

Like, she's actually one person, like, I really, you know,

want to do awesome, you know?

Like, want her actually to get somewhere.


Oh, hey, Saul.

I came out here originally for hotel management,

(motorcycle engine revving)

uh, for school.

But, like...

I don't know.

GIRL (distant): Hi.

Mr. Roads told us to wait inside.

We'll be interviewing him.

Thank you.

Thank you.

I am so sorry, sir. I tried to stop him.

Not your fault, sweetheart.

You can't stop a man

who's jumped 36 Greyhounds end-to-end.

It's all right, Lucille.

I-I'll speak with him. Yes?


Mr. Bank, do you know

what Chuck Berry said every night

before counting "one, two, three, four"?

What did he say?

"Pay me my money!" (laughs)

Well, I'm sure my people will be...

(singsong): In cash.


You've already

been wired the money.

Uh, Mr. Bank,

this is... this is...

thi... thi... this is a Fender Roads moment!

You in yet?

I hate that question.

Mr. Bank, Mr. Bank, listen,

all due respect, all due respect, sir.

You got a job tomorrow, running this place.

You go to work every day.

Oh, yawn, yawn-- I make one phone call,

I get Shaun White, Travis Pastrana,

five of their buddies here before midnight, doing,

uh, heel clickers and lazy-boys

off the back of the building.

Y-Y-Y-Y-Yes, yes,

if your audience wants to see a bunch of longhairs

riding rice rockets, but I'm talking about heavy bikes, sir.

This is heavy bike!

Fender Roads is a... (imitates piccolo)

I'm a goddamn American icon!


TURK: Don't change it that much-- keep the structure.

I'm trying to make you taller.

Don't you want to be taller? You're a midget in 34 states.

An animal in the other 34.

24. 22.

This is a night people will talk about

as long as there's a Las Vegas.

And when they're talking about it,

they'll either be talking about you or they won't.

Now, that's your choice.

Mr. Bank, can I just say one more thing?


Well, you gonna jump?

Jumpin', baby!

Bank here.

Yeah, I'm looking.

All right, Rusty's up.

I got to say, I'm very impressed.

I think you did a very nice job.

Yeah, I know I did-- that's why they asked me to do it, not you.

Wow. 'Kay, see, that is me offering you an olive basket,

and that is you spitting in my face.

Oh, is that your face?

Okay, where's Eugene's trap door?

LIVINGSTON (over radio): Under the dragon.

First machine on the left.

Got it. What's the sequence?

LIVINGSTON: Coin, three count.

Coin, six count. Three coins, five count.

Two coins, half count.

RUSTY: Geez, could you make it any more complicated?

LIVINGSTON: That's just the first sequence, then there's two more.


♪ ♪

♪ ♪

♪ ♪

(low, indistinct chatter as machines beep and click)

(low, indistinct conversation)

I think... I think I may...

I think I may have won.

I got all five!

I got all five! Oh, my God!

Oh, my God! Oh, my God, I'm a winner!

(woman screams)

Oh, my God! Oh, my God!

(excited chatter)

MAN: You got the jackpot!

(woman screaming, scattered applause)

Progressive slots win on opening night?

Genuine shock, genuine surprise,

pupil dilation, elevated heartbeat.

It's legitimate.

(whooping, shouting, applause)

New dice. Coming in.

New dice.

New dice comin' in.

♪ ♪

New ball comin' in.

Thank you.

(whirring, rumbling)

MAN: 23!

(indistinct, overlapping chatter)

(people screaming)



What was that?

You felt it, too?

FRANK: You place your own bet right there.

That's what you do there.

Let me tell you somethin'.


You... (laughs)

...are a winner.

(rhythmic clapping)

Greco's still up.

That's it for Plan A.

All right, ladies and gents, place your bets.


There can only be one winner!

Everything all right?

Are we okay?

Did that tremor throw off the system?

No, sir. It would take more than that to knock us out.


Oh. Yeah.

I have a pit boss asking for an approval?

He can't reach Ms. Sponder.

Well, what's the action?

Ten million.


It's good.

Book it.

(excited, overlapping chatter and whooping)

All right, gentleman's down to a three number combination.

11, 12 and 13.

(indistinct shouting and chatter)

You get reception in here?

GRECO: That's impossible.

Not with this phone.

BANK: Yeah, sorry.

Hello? Bank here.

MAN: We're getting interference on server one.

Hello? What kind?

MAN: I don't know.


MAN: Server one is going down.

GRECO: Oh, no.

MAN: Server two

picking up interference.

Something's in this room.

That's the only explanation. Some kind of magnetron.

Server three's starting to wobble.

A magnetron? Who's got a

magnetron? All right.

I want everyone in this room...

Four is down!

MAN: And five. They're all going.

BANK: Everyone in this room, empty your pockets now!

What's all going?

What does that mean?

Oh, no. What the hell is this?

GRECO: Security measures.

When the system senses a threat, it shuts down and reboots.

Well, for how long?

GRECO: Three minutes and 20 seconds.

Snake eyes. All of it.

(device squeals)


Oh, that son of a bitch.

MAN: The guy's lucky, man.

The guy's lucky.


We can't take any more bets until we're back up.

The system's in lockdown.

All calls in and out of this room are secure.

Unfortunately, it's the system

that secures them.

Again, sir, it's in lockdown.

MAN: We're rebooting!

MAN 2: Coming back up.

Three minutes and counting!

(indistinct, overlapping chatter)


Two craps!

Yo! 11!


♪ ♪

(no audio)

♪ ♪

♪ ♪

♪ ♪

♪ ♪

(no audio)

♪ ♪

♪ ♪

(electronic whirring)

(rumbling, whirring)

(deep rumbling, Bank groans)

(rumbling continues)


(rumbling stops, crowd murmurs)

MAN: Come on, 11!

(cheering, applause)

All right, give me the dice.

I'm feeling hot.

(crowd chattering)

Hey, hey, hey! Come on, seven!

Go 11!

Hit 'em harder.

(deep rumbling)

(people screaming)


I think our lucky streak's just ended.

OCEAN: Better cash 'em in, boys!

(building rattling)

(deep rumbling, people screaming)



All right, guys, shut her down.

Shut her down!

She is shut down.

RUSTY: No time for jokes, fellas.

Do I sound like I'm laughing, sweetheart?

You think Nagel was...?


(rumbling, screaming continue)

(rumbling stops)

GEORGE: Down the street. Safely, safely.

Right this way, everybody.

Down the street, safely, please.

Safely, right this way.

Right this way, everybody.

BANK: George!

GEORGE: Right this way.

George! George, what are you doing?!

The earthquake's over!

They got to get back! We got to get them back in!

Sir, it's the evacuation plan, I...

(car alarms beeping and honking in distance)

Ah, it's all over now.

We can get back to us.

(panting): Feel my heart.

Lenny, feel it. No, what...?

(glass topples)

Oh, no.

That's gonna stain.

Why don't we take these off?



It's white wine, it's not...

Come on, off.

No stain. It's white wine.

Oh, boy.

That's okay.

CALDWELL: Hold it right there!


LINUS: Oh, dear God.

Robert? I...

CALDWELL: This man, Lenny Pepperidge,

aka Lenny the Pep, aka Sheldon Wills,

aka Little Timmy Hartwell, is a confidence man.

LINUS: Okay, that's not the whole...

CALDWELL: Help her up.

Oh, my God.

He infiltrates high-end establishments

through legitimate business contacts.

He was gonna drug you

and replace the real diamonds with these.

Oh, my God.

Oh, my God.

And that's not all.

No, oh, no...




Oh, my God.

Oh, Abby, Abby.

Okay, I'm sorry, I'm sorry.

SPONDER: Oh, my God.

No, I really like you.

Shut up. I really...

Oh, I am so finished.

CALDWELL: Don't let it bother you.

I'm finished.

He's a professional at allaying suspicion.


And seducing women of a... certain age.

You know, if Bank hears about this, I am...

I'll be delicate in my report.

Get her statement.

Thank you, Agent Caldwell.

AGENT: I'll need your full name.

(elevator bell chimes)

Thank you.

I'm just glad your mother didn't have to see that.

You just don't want to admit the Brody played.

It's a little early for a victory lap.

OCEAN (over radio): Linus, I hate to break this up,

but did you make the switch?

LINUS: Yeah.

Everything went by plan.

We're heading to the roof.

Did you hear that?

I'm ready.

No, it's not that I'm just so desperate to celebrate.

It's that I need you to acknowledge

that it wasn't just a prop for prop's sake--

that the nose played, it worked.

That, in a way, it was kind of perversely dignified...

Look, let's just finish the job.

There he is.

Oh, what the hell?

What the hell?

LINUS: Come on.

Now give me the diamonds.

TOULOUR: Come on.

Give him the diamonds.

(helicopter whirring)

A gun?

(funky jazz theme playing)

Come on, let's go!

♪ ♪

Tough night-- half a billion running out the door.

You gonna roll over and die?


You think you hit me.

You don't even know where my soft targets are.

I'm still a two-handicap on a golf course, you know.

I got the hottest new hotel on the Strip.

And I'm a shoo-in for the Five Diamond Award...

yet again.

You sure about that?

Sure? I got that baby...

All sewn up.



All set.

This town might have changed, but not me.

I'm gonna hunt you down.

I know people...

highly invested in my survival.

And they are people who really know how to hurt,

in ways you can't even imagine.

Well... first, I know all the guys

that you'd hire to come after me.

They like me better than you.

Second, you're not gonna go to the cops because...

Well, let's face it, you're not gonna go to the cops.

(explosion thundering)

Third... you shook Sinatra's hand.

You should know better, Willy.


My diamonds.

(helicopter whirring fades into distance)

No, no, no, no, no, no.


(speaking French)

(fireworks popping)

(jazzy intro begins, featuring harmonica solo)

FRANK SINATRA: ♪ This town

Is a lonely town

Not the only town

Like-a this town

This town

Is a make you town

Or a break you town

And bring you down town

(horns kick in, blasting melody)

What's this?

That's just the deed to 4.6 acres

of prime real estate at the north end of the Strip.

The moment you become embarrassed of who you are,

you lose yourself.

I changed my house,

the way I dressed, what I ate, for what?

For nothing.

There he is.

Thanks for those letters.

They brought me back.


You're more than welcome.

It's a use you town

An abuse you town

Until you're found town

This town... ♪



Get me Terry. It's Danny Ocean.

Danny. Terry.

You called an audible last night.

That's what I do when I see a blitz coming.

A blitz?

I guess Toulour just happened to be on the roof

at the exact moment that we were coming out with those diamonds.

How'd you know I'd go for them?

Because you're you and I'm me.

OCEAN: We were watching Toulour while you had him watching us.

This is your end.

Which you donated to charity.


"Camp To Belong."

Kids are very grateful.

They're gonna have you up to visit next month.

Now, you know that wasn't our deal.

Well, if you feel that strongly about it,

then we'll yank the kids out of the camp

and we'll send them back to their foster homes.

All 200 of them.

You think this is funny?

Well, Terry, it sure as shit ain't sad.

OPRAH: Why these children?

Well, I was just very moved by-by what they're...

the kind of work they're doing there.

And, uh, you got to start somewhere.

And luckily, you know, the casino business is doing well.

OPRAH: Mm-hmm.

And I hope there's more millions to come

that we can spread around to other organizations.

But, uh, like I said, I was very moved by that place.

And all you got to do is look at-at... inside a child's eyes,

and, uh, that's all it needs,

that's all the motivation that one needs.

Thank you for being an Angel for us.

No, thank you.

Thank you, Terry Benedict.

I'm just following her lead.

Thank you. Terry Benedict. We'll be right back.

(TV audience applauds, cheers)

Well, I got to jump.

My dad's working a frame.

He's got a part for me in it.


Nice going.

See you when I see you.

Wow. Hmm.

So I guess it's just the Susan B. Anthony, then, again.

I never get tired of it.

Don't get too close. He's probably still...


So... guess I'll see you when I see you.

Hey, next time...

try keeping the weight off in between.

You ought to settle down, have a couple of kids.

WOMAN: We'll be calling standbys in a few minutes, sir.

THE V.U.P.: Please...

Please, I got to get out of here.

Maybe you'll get lucky this time.

(coins clinking, machine beeping)

(coins clattering onto floor)

Hey... you dropped these.

Go ahead. I got a plane to catch.

Actually, try this one.

It's been paying out.

(machine beeping, bell ringing)

I won!

Look at this!

I won $11 million!

(crowd gasping, shouting)

Can you believe it?! Look at that!

I won $11 million!

Did you see that?!

I can't believe it!

(funky jazz theme playing)

♪ ♪

♪ ♪

♪ ♪

♪ ♪

♪ ♪

(music fades out)

(upbeat exotica theme begins)

♪ ♪

♪ ♪

(exotica theme ends)

(cool jazz theme begins)

♪ ♪

(cool jazz theme ends)

(funky jazz theme plays)

♪ ♪

♪ ♪

♪ ♪

(music ends)

The Description of Ocean's Thirteen