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21 Wild Details Behind The Making Of The Ocean's Movies

Back in 1960, the noted Rat Pack of Hollywood assembled to bring the story of Ocean’s 11 to life. Led by legendary entertainer Frank Sinatra as Danny Ocean, the crew developed an ingenious plan to steal millions from Las Vegas casinos. The film became a classic for the close friends with a mixture of both intriguing plot and musical showcases. In 2000, plans were in place to create a remake of the 1960s original film. Limiting the connections to the Rat Pack-led film, Ocean’s Eleven premiered in 2001 with its own high-caliber ensemble cast and exciting heist-centered plot. The often comedic heist film became so popular that two additional sequels released later on.

Ocean’s Twelve and Ocean’s Thirteen followed the antics of the same cast, with a few minor changes in the group along the way. However, the release of the final film in 2007 marked the end of the original trilogy. The action and excitement of the original Ocean’s franchise found a fresh start with the spin-off movie Ocean’s 8. This time, the ensemble cast included eight female leads led by actress Sandra Bullock. As Danny Ocean’s sister, Debbie, she found herself involved in her own intricately planned heist with her former partner Lou (played by Cate Blanchett).

Beyond the well-planned heist, thrilling action, and hilarious antics of the crew, we plan to explore the details behind the making of the franchise. From its conception to the final appearance of the ensemble crew, we will provide the behind-the-scenes secrets and exploits of the tight-knit cast.

Here are 21 Wild Details Behind the Making of the Ocean's Movies.

21 The Big Stars Took A Pay Cut

In the same vein as the original Ocean’s 11 movie, the remake hoped to bring together some of the biggest names in Hollywood. Although working with an ensemble cast can be challenging, working with a group of the biggest names in showbiz definitely added to the challenge. In terms of the film’s budget,  the bigger the star, the bigger the expected salary. However, the cast came to the collective decision that making the film took precedence over receiving their high salaries.

Clooney shared that, “We're going to have a terrific cast, everybody working below rate. We said, if we all get paid, we can't make the movie, so why don't we all just take a big chunk of the backend, work cheap and see if there's any money at the end."

20 George Clooney Paid Julia Roberts $20 To Read The Script

Actress Julia Roberts successfully built one of the most respected acting careers in Hollywood. Gaining worldwide fame from her role in Pretty Woman, she continued to build her reputation as an extraordinary dramatic and comedic actress. With back-to-back box office successes, she soon became one of the highest-paid actresses in Hollywood.

While trying to cast the Ocean’s Eleven remake, Clooney decided to woo the actress by offering to pay her to read the script. Making light of her rumored $20 million fees per picture, Clooney sent Roberts a copy of the script with $20 attached to it. In an attached note, he wrote, “‘I heard you’re getting 20 a picture.” Amused by her friend’s joke, Roberts eventually accepted the role of Tess.

19 Rusty Eating On Camera Was Brad Pitt's Idea

Fans have noticed that certain actors have behaviors that they exhibit in most of the movies that they are in. Some notable examples include Tom Cruise running in his films, Samuel L. Jackson is always ranting, and Sean Bean continually losing his life. Brad Pitt should also be included in this repetitive behavior as he is often depicted eating onscreen. However, in the case of Ocean’s Eleven, this noticeable habit tied directly to the plot.

According to Rolling Stone, Pitt was behind the decision to include the quirk for his character. Since each actor was given a chance to add their special touch to their onscreen counterparts, Pitt decided since Rusty would be busy all the time, he would most likely eat on the go.

18 Mark Wahlberg Declined The Movie, Then Dissed it Publicly

Although the cast for the film worked perfectly in the long run, some earlier choices for the movie could have definitely reshaped the movie. Actor Mark Wahlberg almost found himself in the role of Linus, however he turned in down for the Planet of the Apes remake instead.

Wahlberg had some choice words when asked if he had really declined to work in the franchise. In an article by The Today Show, he reportedly stated, “People tell George Clooney it's great, but we all know it sucked… I made two bad movies instead — ‘Planet of the Apes’ and ‘The Truth About Charlie’ — but doing that was better than sitting with Brad (Pitt) and George, telling the press how great everybody is! ‘We were in Europe, George was funny, then we had some wine ...’ — that's not for me.” Yikes!

17 The New Cast Didn't Like The Original 1960 Film

As most viewers may not know, Ocean’s Eleven was based on the 1960s film of the same name. The infamous Rat Pack starred in the film, including such legendary entertains as Frank Sinatra, Dean Martin, Sammy Davis, Jr., Peter Lawford, and Joey Bishop. The heist film, set in their second home of Las Vegas, became a notable classic for these famous friends. Even with such an impressive cast, some people did not find the film enjoyable. Most notably, some cast members of the remake did not care for the original film at all.

Julia Roberts once shared that she “tried to watch it but I fell asleep twice”. Clooney also explained that "Everybody will say, you know, 'Oh, that's one of my favorite films,' and I'll always say, 'Have you ever seen it?'"

16 Don Cheadle Asked Not to be Credited on Ocean's 11

The ensemble cast of Ocean’s Eleven brought together some of the biggest stars of Hollywood at the time. Known for his work in Devil in a Blue Dress, A Lesson Before Dying, and Traffic, Cheadle expanded his acting credits to include the comedic role as Basher Tarr in this film. Although he played one of the main members of the Ocean’s crew, his role went uncredited.

In an interview with Black Star News, the actor explained that there were broader issues in this case. He said, “With Ocean’s, there was some stuff that happened behind the scenes that I didn’t like how it went down, so I just said, ‘Take my name off it.’” Although he never elaborated on the problems, we assume it was resolved as he received proper credit in the subsequent sequels.

15 The Film Lost Three Potential Actors to Another Movie

The excitement surrounding the Ocean’s Eleven film brought many top stars from Hollywood to their auditions. In the early casting of the movie, Lethal Weapon alum Danny Glover secured the role of Frank Catton. In addition, the parts of the Malloy brothers originally included real-life brother Owen and Luke Wilson. However, one film managed to snatch all three stars away from the remake: The Royal Tenenbaums.

With Owen Wilson as co-writer on the film, it made sense that he would forgo the heist flick for his own movie, with his brother joining him. Glover also decided to pass on the film for the Wes Anderson project. While comedian Bernie Mac took over Glover’s role, actors Casey Affleck and Scott Caan accepted the two parts as brothers.

14 Cameos From the 1960s Cast

Although the movie shared its name with the original, very few aspects of the overall film share a likeness with the original. Only a few character names and plot points bear any resemblance to the 1960s film. However, the producers did respect the original film enough to include some of the original cast in the movie. Actor Henry Silva and actress Angie Dickerson took cameo roles for the remake. They appeared as part of the audience of the boxing match.

In the original, Silva played Roger Corneal, a member of the group of eleven and Dickerson starred as Danny’s wife, Beatrice Ocean. In addition, the cameos also served as some of the final roles in their respective careers. This became Silva’s last film role and Dickerson’s second-to-last big screen appearance.

13 Cheadle Hated His English Accent

Actors and actresses often take on roles that will challenge them as artists. With the possibility of playing characters from various backgrounds or countries, each star must do their best to capture the essence of the role. Sometimes this includes using an accent or dialect that may be unfamiliar to the artist. In the best cases, actors will be praised for their authentic portrayal. Unfortunately, far too many stars have failed at using accents, leaving them open for mockery and ridicule. Cheadle especially hated his British accent for his role and openly criticized it.

He even went so far as to promise to keep any shaky cockney accents out of his future by stating, “Forgive me! I won’t do it again!”

12 A Major Scene Changed Had to be changed because of a tragedy

The elaborate scheming that took place in the film kept audiences on the edge of their seats. From assembling a team of specialists to suspenseful hiccups during the heist itself, audiences were amazed at the lengths they would go to in order to achieve their goal. However, fan missed out on one aspect of the plan that had to be removed from the movie altogether.

In a deleted scene, the plot would have involved the demolition of one of the most famous casinos in Las Vegas: New York, New York. However, filmmakers decided to remove the scene out of consideration for the 9/11 attacks. The scene had to be recreated at the last minute with a different hotel in its place. In the end, the fictitious The Xanadu Casino became the target of the demolition.

11 The Script Was Changed Due To Roberts' Pregnancy

All of the efforts poured into the first film eventually paid off. Ocean’s Eleven became a fan favorite, bringing in over $450 million worldwide at the box office. Understandably, a sequel was green-lit in the hopes of banking on the success of the first film. As production of Ocean’s Twelve was set to begin, writers met with an interesting problem. Roberts discovered she was pregnant with twins right before filming was set to start.

Luckily, director Steven Soderbergh and screenplay writer George Nolfi tackled the challenge head-on and adapted the script to incorporate her pregnancy. Roberts commented that “Steven changed things around so that it became even more fun for me." The clever cover-up included Roberts character, Tess, pretending to be a very pregnant Julia Roberts look-a-like in the movie.

10 Clooney & Pitt's Onset Shenanigans

George Clooney has gained quite a reputation for himself for being a prankster on the set of his movies. Given his close relationships with many of the cast members of Ocean’s Twelve, he felt even more comfortable pulling pranks on his friends. However, Brad Pitt often retaliated against Clooney’s jokes, hoping to one-up him. In the end. In one such case, Pitt took the initiative and started their prank war prior to the start of filming for the sequel.

As reported by The Telegraph, Pitt sent a memo to the Italian crew on set stating Clooney wanted to be addressed by his character’s name, Danny Ocean. Clooney immediately took his revenge by placing some choice bumper stickers on the back of Pitt’s car.

9 Matt Damon's smaller role?

During the 2000s, audiences knew Matt Damon as an action star through the Bourne franchise. Providing new challenges to the noted dramatic and comedic actor, the series became yet another landmark career move for the actor. However, with the physical demands of the movies, reportedly Damon felt too busy filming Ocean’s Twelve right after the completion of The Bourne Supremacy in 2004.

In fact, Damon reportedly requested that his role as Linus be reduced to give him more time to recuperate from the action movie. However, Soderbergh had already made plans to give his character a more significant role in the film. If the part had been reduced, the plot would be negatively affected. Damon’s role remained a large part of the sequel.

8 Roberts vs. Clooney vs. Pitt Prank War

The noted prank war didn’t just include the two male leads. Their trickster antics extended into the cast and crew. Roberts also became involved in the war and found herself fighting back against her two friends. However, she got involved accidentally. In an article in W Magazine, she recalled, “When I got to the hotel in Rome, I opened my suitcase, and there was this giant, heavy bronze statue in my suitcase, and I almost burst into tears. How could they do this to me?”

Apparently, Clooney intended on pulling this prank on Pitt but mistook her suitcase for his when he saw Pitt carrying it. However, Roberts exacted her revenge before discovering the truth. Though she didn’t go into specific detail, she did mention "itching powder and Neosporin” as part of her revenge prank.

7 Onset Feud Claims about Julia Roberts and Catherine Zeta-Jones

Ocean’s Twelve expanded on the cast of characters to include Europol Detective Isabel Lahiri (played by Chicago actress Catherine Zeta-Jones). Her inclusion added another “foe” for the group as well as serve as a love interest for Pitt’s character Rusty. However, the addition of the big-named star brought rumors of a feud between her and Roberts.

Although the two have worked on projects before, a source stated that palpable tension arose between the two actresses came about over clothes. The source claimed that "Julia didn't like the clothing she was to wear, especially when she got a look at the gorgeous stuff Catherine had lined up." However, Zeta-Jones later dismissed the feud claims stating the two didn’t see each other on set. She also added that she was “sorry to rip apart a really good rumor.”

6 Ocean’s Thirteen and The Bourne Ultimatum Connections

As Damon continued his hectic filming schedule for both Ocean’s Thirteen and The Bourne Ultimatum, he found the two movies managed to cross paths in London. Not willing to forgo either franchise, Damon worked tirelessly to meet the filming demands of both movies. In fact, according to Rolling Stone, both productions filmed in London at the same time.

In particular, a scene in Ocean’s Thirteen gave a slight nod to the actor’s action role. In the scene, his character, Linus, mentioned having multiple personas and his impending paranoia. The scene even incorporated some of the shaky camerawork usually seen throughout the Bourne franchise. This particular filmed scene actually took place on Damon’s day off from filming for The Bourne Ultimatum.

5 Roberts and Zeta-Jones Passed On Ocean's Thirteen

Although Ocean’s Twelve didn’t receive the same accolades as the first film, a third movie was still green-lit for the franchise. Once again, the ensemble cast returned for yet another caper. However, two notable members of the cast did not return for the third film. Both Roberts and Zeta-Jones declined being included in the film.

CBS News reported that the issues surrounded the size of their roles in the new plot. Producer Jerry Weintraub stated "It was a script issue. We didn't have a place to really use talent like theirs, two big stars like that… They're very good friends of ours, and neither Soderbergh nor I would prevail on them to come back and do nothing just to do it."

4 Clooney and Pitt also Pranked Producer Jerry Weintraub

The devious pranks between Pitt and Clooney continued throughout the series and into the filming of Ocean’s Thirteen. However, the target of their next plan became franchise director Jerry Weintraub. However, their tactics expanded well beyond massive statues and bumper stickers. This time, the duo incorporated “liquid courage” into their scheme.

As recounted by Weintraub during an interview with The Commonwealth Club of California, the three decided to have a drinking content mid-flight. They began consuming bottles until Weintraub eventually passed out . When he awoke, he found that the two stars had filled his shirt, pants, underwear, and socks full of M&Ms. Moreover, to make matters worse, they had all melted!

3 No Plans for Sequels with the Original Cast due to Bernie Mac’s passing

As the Ocean’s franchise continued over the years, more and more audiences fell in love with the hilarious cast, engaging action and suspenseful plots. Although each movie fared differently in the eyes of critics and audiences, the franchise as a whole still dominated the box office after each release. However, members of the cast and production have explained that there are no plans to continue the franchise with the original cast.

Although Soderbergh and Weintraub stated their reasons were for more business-oriented decisions, an additional underlining reason to stop the franchise was more personal. Ocean’s Thirteen became one of the final film roles for actor Bernie Mac, who passed away in 2008 complications of pneumonia and sarcoidosis. Soderbergh even told MTV that “ With Bernie Mac being gone, I don’t think any of us would want to return to that.”

2 The Sequel Has John Woo Connections

The Ocean’s Twelve sequel picked up some time after the original film, with Terry Benedict looking to be recouped for the money that was stolen from his casino. Although the story worked as a continuation of the original plot, the origins of the story itself has unexpected connections.

According to IGN, the plot of the film came from the screenplay “Honor Among Thieves” written by Nolfi. However, this storyline was originally intended to be used for action director John Woo. The production of the sequel took priority, and the treatment was moved to them instead. Soderbergh explained, “We decided to fuse George's script with some of the ideas that I had, and it turned out to be a really terrific fit."

1 Matt Damon's deleted cameo in Ocean's 8

Although it’s unlikely that fans won’t be getting another Ocean’s movie with the original cast, the legacy of the franchise continued with the spin-off film Ocean’s 8. The movie served as a continuation of the original trilogy with actress Sandra Bullock playing the role of Danny Ocean’s sister, Debbie. The new cast included Cate Blanchett, Sarah Paulson, Anne Hathaway, Mindy Kaling, Helena Bonham Carter, singer Rihanna, and comedienne Awkwafina.

To demonstrate an additional connection to the original film, a cameo by Damon’s character, Linus, was planned. However, The Hollywood Reporter explained that his comments over the Harvey Weinstein scandal triggered a petition to have him removed from the film. Facing expected backlash if they continued as planned, director Gary Ross decided to remove the scene instead.

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Do you have any other trivia to share about the Ocean's movies? Let us know in the comments!

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