(Cert 12A, 125 mins): Starring George Clooney, Brad Pitt, Matt Damon, Catherine Zeta-Jones, Julia Roberts and Andy Garcia. Directed by Steven Soderbergh.

Ain't that a kick in the head! The remake of the Frank Sinatra crime caper managed to keep the cool whilst adding a level of cohesion that managed to surpass its Sixties-set predecessor.

Unfortunately, the sequel to the remake has taken on some of the less appealing aspects of the Rat Pack original by reverting to the pally love-in that stopped the Chairman Of The Board's casino heist tale from becoming a full-blown classic.

With the cast having too much fun to care about clever twists and being apparently content to bandy about in-jokey banter, Ocean's Twelve never quite becomes the supercool follow-up we were looking forward to.

Three years after master thief Danny Ocean (Clooney) and card shark Rusty Ryan (Pitt) masterminded the daring heist of $160 million from arrogant casino owner Terry Benedict (Garcia), the Ocean crew are struggling to turn legit.

Danny's wife Tess (Roberts) hopes she and her felonious hubbie can lie low and start anew but their plans are ruined when Terry turns up at the door, with heavies in tow, demanding his money back with interest or else.

Reluctantly, Danny and Rusty reconvene the troops, including master pickpocket Linus Caldwell (Damon), Cockney explosives expert Basher Tarr (Cheadle) and eccentric security expert Reuben Tishkoff (Elliot Gould).

With just 12 days, Ocean and co head for Europe to steal a small fortune in priceless art and trinkets.

Unfortunately, their daredevil scheme hits a pitfall in the shape of feisty Europol agent Isabel Lahiri (Zeta-Jones).

By no means, a complete turkey, there are plenty of cracking one-liners and a semi-plausible safe-cracking plan but this follow-up fails to evoke the effortless cool that made the first installment such a joy.

With Clooney and Pitt's sly charm still in evidence and a wealth of star support, this is, nevertheless, a guilty treat that holds more than a few aces up its sleeve.