Brad Pack back in the game

To sum up “Ocean’s Thirteen” in a line: The boys are back in town.

By “boys,” of course, we mean George Clooney, Brad Pitt, Matt Damon and the rest of the mostly beautiful men from the previous flicks in this franchise. Julia Roberts is markedly absent (“It’s not her fight,” Mr. Clooney’s character explains a little too conveniently), although there are plenty of new recruits. Maybe a few too many, in fact.

By “town,” we’re referring to Las Vegas, the city where the original 1960 Rat Pack version of “Ocean’s Eleven” was set, as well as the first and best film of director Steven Soderbergh’s modern-day trilogy.

With its glitz and dazzle, this town’s given the helmsman a lot to play off. He’s got a great eye for opulence, and seems to find it just about everywhere here — starting with the film’s blindingly star-studded cast. The leading men look like they just stepped off the pages of GQ (as usual); the lush backdrops are an interior designer’s dream; the main hotel-casino resembles a sculptor’s triple-stranded improvement on DNA; and the cameras capture colors that drip decadence.

In some cases, these rich aspects compensate for (or at least distract from) weaker, slower portions of the plot — which begins when Rusty Ryan (Mr. Pitt) receives a phone call mid-heist in California. Danny Ocean (Mr. Clooney) is on the other end to report that their bankrolling buddy, Reuben Tishkoff (Elliott Gould), has had a heart attack.

Without hesitation, Rusty walks away from the job and leaves town with Danny to attend to his ailing pal.

What they discover when they arrive — and what viewers learn through rather superficial flashbacks — is that Reuben’s pain stems from a form of heartbreak; it seems he’s been cheated in a deal he’d had with another Vegas real estate mogul, Willy Bank (Al Pacino, amusingly tan and auburn-haired), and his days as a strongman on the Strip may be over.

When Willy blows off Danny’s invitation to make things right, it’s time to bring this egomaniac down.

Voila: The whole “Ocean’s” crew is back on the caper — this time not for money, but to avenge their crestfallen friend. (They’ll do this by rigging the tables and letting unsuspecting patrons walk away with Willy’s loot.) Trouble is, even for those who’ve dutifully followed the narrative thread from “Eleven” to present, the setup isn’t quite riveting enough to get viewers truly invested in the payouts.

That’s a problem when the flick later asks its audience to believe what these classy crooks will do to shut down the Bank — namely, spread their dirty legwork around to a lot of risky unknowns (can all these peripheral players really be trusted?), turn to former nemesis Terry Benedict (Andy Garcia) for financial help and cause a fake earthquake (couldn’t this be a little lethal, guys?).

Of course, the potent lineup and their zinging lines do deliver modest rewards — more in line with slot-machine dividends than those from the blackjack table. Among the better subplots, Linus Caldwell (Matt Damon) unleashes the seductive power of pheromones and a prosthetic nose on Willy’s woman (Ellen Barkin), and the Malloy brothers (Casey Affleck and Scott Caan) incite workers’ riots at the Mexican dice factory they’re infiltrating.

Meanwhile, Basher Tarr (Don Cheadle), Livingston Dell (Eddie Jemison, a treat in “Waitress”), Frank Catton (Bernie Mac), Yen (Shaobo Qin) and Saul Bloom (Carl Reiner) are pretty much up to their usual schtick.

Those who said that “Spider-Man 3” could set the tone for this summer’s sequels might’ve been right. “Ocean’s Thirteen” is potentially a nice pick-me-up for Mr. Soderbergh after his poorly received “The Good German” — but for audiences, it suffers from Spidey 3’s decreased momentum and emphasis on slick appearance over smart content. Somehow, that’s more OK when you’ve got the Brad Pack working for you.

**1/2

TITLE: “Ocean’s Thirteen”

RATING: PG-13 (Brief sensuality)

CREDITS: Directed by Steven Soderbergh. Written by Brian Koppelman and David Levien.

RUNNING TIME: 113 minutes

WEB SITE: www.oceans13.com

MAXIMUM RATING: FOUR STARS