11 Things You Never Knew About Ocean's Eleven | 25th Anniversary

#11: Hatching the Plan

In 1960, audiences turned out to see their favorite crooners loot Las Vegas in “Ocean’s 11.” Unfortunately, they didn't turn out in the numbers expected, as the Rat Pack heist comedy received mixed reviews. Talk of a reboot began in 1987, and was getting serious in the late ‘90s when director Brett Ratner left to make “Rush Hour 2.” It was around this time that avant-garde filmmaker Steven Soderbergh broke into the mainstream with the stylish caper “Out of Sight.” After he struck Oscar gold with “Erin Brokovich” and “Traffic” in 2000, Warner Bros. trusted him as the mastermind of the new “Ocean's Eleven.” Soderbergh envisioned a classically cool counter to the violent spectacle of modern Hollywood, but he'd still need modern star power.

#10: Assembling the Team

It was always essential that “Ocean’s Eleven” featured some of the most popular Hollywood actors going into the new millennium. Danny Glover was attached along with Luke and Owen Wilson, but they were all poached by Wes Anderson’s “The Royal Tenenbaums.” Bruce Willis would come to regret walking away from the lead role of Danny Ocean. Mark Wahlberg, on the other hand, was glad to have turned down Linus Caldwell with the reviews that “Ocean's Twelve” eventually got. There were even discussions about pulling Joel and Ethan Coen to the other side of the camera to play the bickering Malloy brothers. Their names were certainly big for filmmakers, but it was all about face value with Warner’s $85 million investment.

#9: Taking a Cut

The film’s huge budget still couldn’t afford the desired cast, but Steven Soderbergh had a major connection. “Out of Sight” star George Clooney was so eager to work with the director again – especially after reading Ted Griffin’s script – that he joined the cast at reduced pay. He then used his leverage to persuade others to do the same. It's said that the jokester sent “Erin Brokovich” star Julia Roberts a $20 bill with a note that read, “I hear you get 20 a film now.” That was about six zeroes short of the going rate. Ultimately, Brad Pitt, Matt Damon, Bernie Mac, Elliott Gould, Carl Reiner and more rounded out a generation-defining roster. Even with just Soderbergh and Clooney, teamwork makes the dream work.

#8: Qin Jumps In

The character of “The Amazing” Yen was an interesting bit of figurative and literal stunt casting. Casting scouts landed on the teenage Qin Shaobo while he was in Vegas on tour with the Peking Acrobats. The Chinese contortionist spoke very little English, and was so inexperienced in film that he didn't recognize much of the all-star cast. Still, Qin’s physical prowess and screen presence proved so impressive from the audition that Yen would go on to appear in every “Ocean’s” installment. Outside of that and passing aspirations of becoming a full-time actor and stunt performer, Qin has stuck to acrobatics. Just as long as he's not using his skills to pull heists.

#7: Cheadle’s Accent and Disappearing Act

Munitions expert Basher Tarr was always written as British. Casting considered Ewan McGregor and Lennie James, but ultimately paid homage to the original “Ocean's 11.” Don Cheadle, who played Sammy Davis Jr. in HBO’s “The Rat Pack,” portrayed Tarr with explosive charm and an undeniably bad English accent. He did his homework in London, but has taken so much flak that he’s embraced the fan theory that his character is an American obsessed with British culture. The bigger insult is that the studio refused to promote Cheadle’s name among the cast headliners. The actor thus opted to go uncredited on the entire project, but would get top billing for the sequels. Unfortunately, he failed in his pitch to phase out Tarr’s accent.

#6: Rusty’s Appetite

You may have noticed that Danny Ocean's right hand Rusty Ryan is eating in almost all of his scenes in “Ocean’s Eleven.” Chalk that up to actor Brad Pitt’s ability to bring nuance to even the most discreet characters. He approached Steven Soderbergh with the idea that his character would be so busy with coordinating the heists that he'd never have time to sit down to a meal. The truth is that Pitt himself rarely had time for a lunch break. Either way, Rusty snacking became fans’ favorite running gag in the film franchise. It's speculated that Pitt gradually walked back the habit to signal the con artist’s progression toward a less stressful life.

#5: Dysfunctional Crew

Steven Soderbergh encouraged the cast to socialize in order to build chemistry, to complicated results. The most fulfilling exercise was gathering around to hear Carl Reiner’s showbiz anecdotes and get a sense of veteran con man Saul Bloom’s criminal wisdom. His castmates’ anecdotes include George Clooney losing 25 hands of blackjack at the Bellagio casino. He says that Matt Damon won the most, but Damon says it was Pitt. It’s hard to trust Clooney with his legendary pranks, which made the set so paranoid that Pitt reportedly ransacked his hotel suite to find a misplaced room key that he feared was hidden. The team-building exercise was still so successful that many of the co-stars regularly have worked together outside of the “Ocean’s” franchise.

#4: Infiltrating the Bellagio

Brad Pitt dubbed producer Jerry Weintraub “The Pope of Vegas” for his connections around Sin City. Specifically, his friendship with Bellagio owner Kirk Kerkorian gave “Ocean’s Eleven” carte blanche over the film’s central setting. The world-famous hotel became the production’s homebase, where the cast lived in luxury and up to 30% of the casino floor was selectively closed for filming. Even high-rollers lost valet parking privileges. Additionally, the crew was given access to the building’s surveillance system for authentic monitor footage. Let that be a testament to how confident the Bellagio is in their actual security. And let the iconic fountain show sequence, fittingly the most emotional scene shot at the location, be an invitation to visit.

#3: The Pinch

The glamorously gritty “Ocean’s Eleven” seems to stretch logic to a breaking point when Basher Tarr uses “the Pinch” to cause distracting pandemonium during the final heist. The thing is that this technology really existed in 2001… more-or-less. Production designer Phil Messina sent his team to labs in Northern California to study and photograph a Z-pinch. They then created a prop particle accelerator that appeared to be capable of blacking out the entire Vegas Strip. Jeff Quintenz of Sandia National Laboratories assured APS News that the machine wouldn’t produce an electromagnetic pulse that powerful. Let’s still hope that it would be a lot more difficult for tech-savvy criminals to steal something like the Pinch.

#2: Demolishing the Xanadu

One of the most intense scenes in “Ocean's Eleven” involves Danny Ocean staring down Terry Benedict during the demolition of the fictional Xanadu Hotel and Casino. It was originally filmed as the New York, New York, a real Vegas resort based on the most iconic city in the U.S. But its fictional destruction would be a disturbing symbol after the terrorist attacks on the city on September 11, 2001. This meant that the scene had to be partly reshot to reference the Xanadu, while the building’s practical demolition effect was modified digitally. The final sequence is seamless. And 25 years later, both of the actual New York, New Yorks are still going strong.

#1: Hidden Players

Hawkeyed viewers can spot costume designer Jeffrey Kurland as Saul’s tailor; producer Jerry Weintraub as a high-roller; and director Steven Soderbergh on Basher’s first crew. The real challenge is clocking Vegas royalty like Wayne Newton, Steve and Eydie, and Siegfried & Roy in the audience during the film’s climactic boxing match. The guests of honor, of course, are actors Angie Dickinson and Henry Silva of the 1960 “Ocean's 11.” Alas, George Clooney and Julia Roberts hardly echoed that respect in interviews where they admitted to being unimpressed with the O.G. “Ocean’s.” Ironically, their more acclaimed version was key to the predecessor formally becoming a cult classic. But with a take over $450 million and a Hollywood franchise, 2001’s “Ocean's Eleven” is truly legendary.

What are some other schemes behind “Ocean’s Eleven” and its sequels? Roll the dice in the comments below.