I love that first 2001 installment with a wanton passion. I've seen it so often I've just about got it memorized, and I never ever tire of it. It has an insouciance, a spontaneity that remains a breath of fresh air: the whole team makes it look so easy that it seems like every film should be this much easy fun.

This new one, not so much.

Lightning doesn't strike twice -- I was so hoping it would -- but Steven Soderbergh (Solaris, Full Frontal) and his crew throw up some desperate lightning rods hoping to generate more electricity. The whole gang is back to pull off a big, elaborate, impossible heist, with all the planning being done mostly through wisecracks and the private patois of people who've known one another for years. But mostly it doesn't quite gel with that magic that made the first film so perfect. Twelve, alas, feels forced where Eleven is natural and instinctive; this new one is smug where the original is casually laid-back.

The boys -- Danny Ocean (George Clooney: Spy Kids 3-D: Game Over, Confessions of a Dangerous Mind) and Rusty Ryan (Brad Pitt: Troy, Sinbad: Legend of the 7 Seas) and their team -- are running around Europe now, trying to set up a job that will let them repay the victim of their casino job, Terry Benedict (Andy Garcia: Twisted, Confidence), who has found out where they've all been hiding and is threatening to ruin their brother-in-laws' tractor dealerships... metaphorically speaking, of course. There's lots of fun cameos along the way -- the always amusing Eddie Izzard, for one -- but there's also lots of fumphering around: killing time, it feels too much like, padding out the movie till it's time to get to the job, which is less organically integrated into the overall story than Eleven showed it could be. (This script, by George Nolfi [Timeline], lacks oomph in more places than that, too.) Too much time is spent with "Europol" cop and art-theft expert Isabel Lahiri, who is Catherine Zeta-Jones (Intolerable Cruelty, Chicago), who's gorgeous and all but seems to be here only to add one to Ocean's team tally... or is it Julia Roberts's (Mona Lisa Smile, The Mexican) Tess who does that, seeing as how she gets in on the action, too?

Speaking of which, after Twelve gets done with the killing time, the finale is an absolute hoot, involving Roberts sending herself up in a way that made this inveterate Julia Roberts hater come away with a whole new level of respect for her. Plus, it's jam-packed with the kind of delicious scamming of the audience that you know is in progress and can't help having fun trying to unravel.

So Twelve is hardly the new Eleven -- it's more like only 25 percent of Eleven. I should probably call Ocean's Twelve a huge disappointment, but that's only in comparison to its infinitely superior predecessor. It's still a helluva lot more fun than most of the other crap that passes for plain, simple, unadulterated entertainment these days.