A 2001 American comedy-crime caper film and remake of the 1960 Rat Pack film of the same name. The 2001 film was directed by Steven Soderbergh and features an ensemble cast including George Clooney, Brad Pitt, Matt Damon, Don Cheadle, Andy García, and Julia Roberts. The film was a success at the box office and with critics. Soderbergh directed two sequels, Ocean's Twelve in 2004 and Ocean's Thirteen in 2007, resulting in the term the Ocean's Trilogy. It is the fifth highest-grossing film of 2001.

After being released from prison, Danny Ocean (George Clooney) breaks parole and travels to Los Angeles to meet up with his former partner in crime and close friend Rusty Ryan (Brad Pitt) to propose a scheme he has in mind. The two go to Las Vegas to pitch the plan to wealthy friend and former casino owner Reuben Tishkoff (Elliott Gould). The plan consists of simultaneously robbing the Bellagio, The Mirage, and the MGM Grand casinos. Reuben's familiarity with casino security makes him very reluctant to get involved, but when he begins to think of it as a good way to get back at his rival, Terry Benedict (Andy García), who owns all three casinos, Reuben agrees to finance the operation. Because the casinos are required by the Nevada Gaming Commission to have enough cash on hand to cover all their patrons' bets, the three predict that, on the upcoming night of a highly anticipated boxing match, the Bellagio vault will contain more than $150 million.

Ocean and Ryan recruit eight former colleagues and criminal specialists: Linus Caldwell (Matt Damon), a young and talented pick-pocket thief; Frank Catton (Bernie Mac), a casino worker and con man; Virgil and Turk Malloy (Casey Affleck and Scott Caan), a pair of gifted mechanics; Livingston Dell (Eddie Jemison) an electronics and surveillance expert; Basher Tarr (Don Cheadle), an explosives expert; Saul Bloom (Carl Reiner), an elderly con man; and "The Amazing" Yen (Shaobo Qin), an accomplished acrobat. Several of the team members carry out reconnaissance at the Bellagio to learn as much as possible about the security, the routines and behaviours of the casino staff, and the building itself. Others create a precise replica of the vault with which to practise manoeuvring through its formidable security systems. During this planning phase, the team discovers that Ocean's ex-wife, Tess (Julia Roberts), is Benedict's girlfriend. Ryan urges Ocean to give up on the plan, believing Ocean incapable of sound judgement while Tess is involved, but Ocean refuses.