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“You don’t run the same gag twice,” Don Cheadle says—his irritating Cockney accent thankfully dampened—somewhere in the middle of the third installment in the unnecessary Ocean’s franchise, and it’s tough to say whether Soderbergh means it as some sort of peremptory apologia or as just a moment of glib, ironic self-knowing. As Soderbergh must be aware, even though the plot is “different” and the details aren’t exactly the same, Ocean’s 13 is essentially a mere replaying of Ocean’s 11; so it’s lucky for everyone involved—filmmakers and audience—that that was a pretty good flick.

This time around Al Pacino’s on board, mercifully not chewing on the scenery as is his custom—I don’t recall him ever even shouting, if you can believe it—following his turn as Shylock by playing Willie Bank, yet another shiester. He fucks over Danny Ocean’s (George Clooney) gang’s mentor, played with chewy Jewy panache by Elliott Gould, by cutting him out of a casino partnership; that’s an especially fucked up move because they both “shook Sinatra’s hand,” and there’s an unwritten code in Vegas dat says guys who done dat don’t do dat. It causes Gould to suffer a myocardial infarction that almost sends him to the big casino in the sky, and Clooney decides to get the gang—Brad Pitt, Matt Damon, Bernie Mac, Cheadle, Carl Reiner, Casey Affleck, Scott Caan, etc.—together to exact revenge.

Their plan is a convoluted scheme to sabotage Pacino’s hotel-casino on its opening night by rigging the machines and game tables to pay out big, while also spoiling the stay of an influential guidebook writer. Oh, and they also have to steal some excessively-protected diamonds. A complicated scheme, it involves a good deal of tampering, fixing and fine-tuning—including causing an earthquake (!)—but Soderbergh keeps the pace steadily charging along, as everything that could go wrong does and the gang scrambles to resile. The implausible becomes the impossible, the complex turns convoluted, and it’s all deliciously pointless, leading to an anticipated climax that manages to be, like the entire film, superficially satisfying and flagrantly vacuous. “I like you,” Eddie Izzard tells Clooney and his partner, Pitt, “You’ve got style, you’ve got brio,” and it’s those very qualities, and those qualities alone, that make the film such a pleasure.

In its glorification of criminality, Ocean’s 13 functions as a reminder that the halcyon post-Hays days are still with us, as it harks back to the flashy cinema of the 1970′s in its stylish credit sequences (both opening and end) and absence of a meaningful moral center. (Soderbergh, whose last film was The Good German, is becoming a professional homagist.) If Ocean’s 13 has any subtext, aside from a loopy subplot about Mexican labor struggles, it’s a melancholic acknowledgment of the vicissitudes of Hollywood. “You’re analog players in a digital world,” Izzard again tells Clooney-Pitt, as though they and their director are a dying breed of old-fashionists, the sort who wouldn’t fuck over somebody who’d shook David Selznick’s hand. Or at least Robert Evans’. It’s strangely self-pitying and aggrandizing but also wholly forgiveable, and does at least provide for a small but touching scene in which Clooney-Pitt turn nostalgic, having a conversation that concludes, laconically: “town’s changed.”

There’s a good share of this sort of small character moment interwoven into the larger tapestry of flash, dazzle and razamatazz that makes the film stronger. Clooney-Pitt, with a delightfully breezy rapport akin to a back massage, are often cut to in mid-conversation about their romantic relationships, while Damon deals with his Daddy Issues, particularly his quest for validation that his faux-pointy-nose disguise is a job well-done. (Disguises are a recurring joke, from Clooney with a thick, Latin mustache to a hirsute Pitt recalling his True Romance days.)

It’s also a very self-conscious film. When, in answer to whether or not he’s ready, Andy Garcia cracks, “I was born ready,” the camera lingers on Clooney who delivers a sweeping eye roll. Ocean’s 13 has no patience for hoak or corn, being, as it is, the embodiment of effortless cool. There’s a lot of talk that Soderbergh (and Clooney) make these big cashcows so that they can afford to fund their smaller, more personal projects, but it seems more likely that the Ocean’s films are just as personal to Soderbergh & Co. as anything else they produce. Gould, in Polonius mode, makes a speech at the end about remaining true to yourself, which feels like a sly admission from Soderbergh in regard to what he’s become, a convivial and substanceless filmmaker. This disappoints the sex, lies and videotape contingent of his fans (or former fans, as they surely consider themselves) but I don’t mind. As Clooney alliteratively shouts near the end of the film, “It sure as shit ain’t sad!”