Original Ocean’s 11 from 1960 starred Frank SinatraLike Rat Pack Members Sammy Davis Jr., Dean Martin, Peter Lawford Joey Bishop, as well as lady-of-the-pack Angie Dickinson—and it’s famously not that great, the only magic still lingering to this day emanating mainly from the pop-cultural momentousness of it all, as it was their first movie in which they all appeared together.

However, that super-cool vibe was still alive in the remake.

“When I say Ocean’s Eleven“It’s a throwback at an earlier period of cinematography,” says director Steven Soderbergh explained, “I mean that the movie is never mean, it’s never gratuitous, nobody is killed, nobody is humiliated for no reason or is the butt of a joke. This is probably my least-threatening movie. This was intentional on my part. This movie was to offer light entertainment. No darker, more sinister ideas were allowed in it. “I wanted it sparkling.”

Dickinson Henry Silva, also in the original, have blink-and-you-miss-’em cameos when fight night gets underway at the MGM Grand, a scene that also features real-deal boxers Lennox Lewis Wladimir Klitschko.