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OCEAN'S 11
screenplay by
Ted Griffin
based on a screenplay by
Harry Brown and Charles Lederer
and
a story by
FADE IN:
APPROACHING
VOICE (O.S.)
Good morning.
DANNY
Good morning.
VOICE (O.S.)
record.
DANNY
Daniel Ocean.
VOICE (O.S.)
DANNY
charged.
MORNING 2
Three PAROLE BOARD MEMBERS sit opposite Danny,
behind a
table.
BOARD MEMBER #2
DANNY
pattern.
(CONTINUED)
2 CONTINUED: 2
BOARD MEMBER #3
pattern?
DANNY
kicks.
Glances dart between the Board Members.
BOARD MEMBER #1
would do if released?
Danny considers.
DANNY
(deadpan)
- DAY 3
GUARD #2
Ocean, Daniel.
GUARD #2
Sign.
(adding a piece of
officer.
GUARD #1
(reading its return
shoulder)
DANNY
My wife's.
He opens the letter, and as his eyes gaze over the papers
GUARD #1
What's it say?
(CONTINUED)
OCEAN'S 11 - Rev. 1/8/01 3.
3 CONTINUED: 3
DANNY
AFTERNOON 5
it:
The great metal door opens, and Danny stands within its
A6
carpeting.
As we PULL UP TO Danny's face and SPIN AROUND him,
we
THUNK-THUNK
ON DANNY'S WALLET
chips.
4.
7 AT BLACKJACK TABLE 7
face is welcome.
DANNY
Hello, Frank.
FRANK
DANNY
My mistake...
doubled)
FRANK
one.
DANNY
(as he goes)
Thanks.
(CONTINUED)
8 CONTINUED: 8
His eyes move down the page and stop at a header --
FRANK (O.S.)
DANNY
Ramon?
FRANK
(beat)
DANNY
This afternoon.
FRANK
and whereabouts)
leaf.
Frank signals a passing waitress; she ignores him.
DANNY
(directly, this is
FRANK
play cards.
(beat)
planned already?
DANNY
citizen again.
(CONTINUED)
8 CONTINUED: (2) 8
FRANK
Jesus...
FRANK
people?
DANNY
DANNY
Casinos.
FRANK
(realizing)
Oh, no...
DANNY
Oh, yes...
FRANK
When?
DANNY
Soon. Interested?
(CONTINUED)
OCEAN'S 11 - Rev. 5/31/01 7.
10 CONTINUED: 10
DANNY
(listens)
(listens, finishes
his bourbon)
CUT TO:
NIGHT A11
TOPHER (O.S.)
CUT TO:
ANOTHER ANGLE
push
TOPHER
RUSTY
Bernie?
(CONTINUED)
TOPHER
TOPHER
A12
Hollywood nightclubbers.
RUSTY
TOPHER
RUSTY
That's a problem.
TOPHER
Barry is here.
RUSTY
TOPHER
(CONTINUED)
RUSTY
TOPHER
Uh-huh.
RUSTY
(beat)
I quit watching when Kate left Don
12 OMITTED 12
RUSTY
some cards...
A glance at the table reveals: the three waiting players
night.
RUSTY
AT TABLE - LATER
The group lesson has begun.
TOPHER
(mulling it
over)
change. Call.
(CONTINUED)
reason. Understand?
To another player:
RUSTY
To another player:
RUSTY
To another:
RUSTY
WAITRESS
bottled waters.
poker table.
SETH
(triumphantly)
(CONTINUED)
RUSTY
(folding)
his winnings)
13 OMITTED 13
A14
BARTENDER
my life.
BARTENDER
What?!
RUSTY
BARTENDER
Cool, man!
follows.
14 OMITTED 14
A15
Rusty returns.
TOPHER
if that's alright.
(CONTINUED)
RUSTY
What's this?
DANNY
not intruding.
TOPHER
No intrusion at all --
RUSTY
DANNY
I don't remember.
RUSTY
should be fun.
TOPHER
my asking.
DANNY
(long beat)
TOPHER
Really?
other players)
Really...
RUSTY
(half to divert
attention)
BARRY (O.S.)
Sorry.
(CONTINUED)
JOSH
DANNY
I stole things.
JOSH
RUSTY
JOSH
From a museum?
DANNY
Gallery.
SETH
DANNY
Headmasks. Some.
RUSTY
DANNY
DANNY
RUSTY
(CONTINUED)
one.
DANNY
RUSTY
DANNY
I raise you five hundred dollars.
RUSTY
rule of poker?
BARRY TOPHER
a -- door.'
RUSTY
of face cards.
(beat)
SETH
another two?
RUSTY
Tophe...
TOPHER
the hell.
(CONTINUED)
RUSTY
JOSH
RUSTY
DANNY
hesitation)
your purse?
DANNY
kind or better.
out)
grand more.
RUSTY
We call.
RUSTY
DANNY
15 OMITTED 15
A16
16
RUSTY
DANNY
Unprofessional.
Rusty agrees.
RUSTY
DANNY
first?
Danny pulls out a wad of bills from his jacket, peels off
DANNY
(CONTINUED)
OCEAN'S 11 - Rev. 5/31/01 12E.
16 CONTINUED: 16
RUSTY
me.
DANNY
you.
17 INT. CANTER'S DELI - NIGHT 17
RUSTY
How's Tess?
RUSTY
DANNY
RUSTY
Guns?
DANNY
RUSTY
DANNY
(CONTINUED)
13.
17 CONTINUED: 17
DANNY
Vegas?
RUSTY
Danny puts down his coffee. And shakes his head. And
19
DANNY
underneath it.
RUSTY
(beat)
designed.
DANNY
Yep.
19 CONTINUED: 19
RUSTY
DANNY
(flips to next
blueprint)
(tapping vault)
But every dime ends up here.
RUSTY
DANNY
RUSTY
20
No ding. The elevator just arrives. Its doors part to
21
RUSTY
DANNY
Like what, you think?
RUSTY
ever.
(beat)
(CONTINUED)
DANNY
list of enemies.
RUSTY
(smiles, realizing)
Aha.
DANNY
(smiles, too)
Aha.
RUSTY
Reuben.
22
23
DANNY
So...
RUSTY
again.
DANNY
RUSTY
DANNY
will ya?
(CONTINUED)
SECURITY GUARD
Sorry.
(lowers beam)
you wanted?
DANNY
SECURITY GUARD
DANNY
'Preciate it.
24
RUSTY
money.
(beat)
Why do this?
DANNY
DANNY
TeenBeat coverboys.
(beat)
(CONTINUED)
17.
24 CONTINUED: 24
RUSTY
RUSTY
RUSTY
TISHKOFF (V.O.)
You're out of your goddamn minds.
DAY 25
movement,
TISHKOFF
bad example...
DANNY
TISHKOFF
Vegas history?
26 FLASHBACK - INT. SANDS CASINO FLOOR (1965)
26
(CONTINUED)
18.
26 CONTINUED: 26
of
horror...
TISHKOFF (V.O.)
before him.
27
A hippie races toward the electronic sliding doors,
of nowhere...
TISHKOFF (V.O.)
across the hippie's skull and it's Chicago '68 all over
again.
TISHKOFF (V.O.)
Course, he was breathing out of a
hippie.
28
TISHKOFF
29
Tourists and valets scatter as a Euro-thief (pastel
and
(CONTINUED)
19.
29 CONTINUED: 29
TISHKOFF
30
TISHKOFF
RUSTY
You're right.
(to Danny)
He's right.
DANNY
RUSTY
DANNY
TISHKOFF
forget it.
DANNY
It was our pleasure.
RUSTY
(CONTINUED)
20.
30 CONTINUED: 30
TISHKOFF
send you.
Danny and Rusty begin to circle the pool to leave.
TISHKOFF
rob?
DANNY
M.G.M. Grand.
TISHKOFF
(nostrils flared,
smelling a rat)
casinos.
RUSTY
cocktail.
TISHKOFF
Terry Benedict?
DANNY
What do you have against him?
TISHKOFF
RUSTY
(CONTINUED)
TISHKOFF
(bristles)
We have to be well-funded.
TISHKOFF
as you are.
(pregnant silence)
And so it begins...
RUSTY (V.O.)
Alright. Who's in?
DANNY (V.O.)
Frank C. is in.
DANNY (V.O.)
DANNY (V.O.)
33
DANNY (V.O.)
RUSTY (V.O.)
DANNY (V.O.)
Electronics?
RUSTY (V.O.)
Livingston Dell.
(CONTINUED)
34 CONTINUED: 34
RUSTY (V.O.)
RUSTY (V.O.)
Okay.
(beat)
LIVINGSTON
FBI MAN #1
What?
LIVINGSTON
FBI MAN #2
35
the leash...
36 INT. CAFE 36
and
RUSTY
list)
Munitions.
DANNY
Phil Turentine.
RUSTY
Dead.
(CONTINUED)
36 CONTINUED: 36
DANNY
RUSTY
Sun cancer.
DANNY
You send flowers?
RUSTY
DANNY
Basher...
(CONTINUED)
36 CONTINUED: (2) 36
RUSTY
(checks his watch)
37
BASHER
Sweet...
around;
BASHER
flaring)
do.
The men exit through the front doors, their hands over
him.
(CONTINUED)
39 CONTINUED: 39
COP
BASHER
trapping?
COP
VOICE (O.S.)
BASHER
That's right.
RUSTY
(flashing badge,
briefly)
weapons...
his arms.
RUSTY
COP
Who?
(CONTINUED)
39 CONTINUED: (2) 39
RUSTY
(loud)
BASHER
Done. Thirty seconds all right?
RUSTY
From when?
BASHER
back)
Now.
40
RUSTY
Ten seconds?
BASHER
RUSTY
BASHER
again.
(beat)
Okay: go.
And they both start running.
RUSTY
a bomb in the...
cops hit the ground and cover their heads. Rusty and
both disappeared.
on
English)
Yen.
DANNY
RUSTY
DANNY
RUSTY
He is the list.
(CONTINUED)
42 CONTINUED: 42
DANNY
Who else?
RUSTY
Watch.
impressed.
RUSTY
43
Danny and Rusty exit the circus tent, head for their car.
DANNY
We need Saul.
RUSTY
DANNY
He get religion?
RUSTY
Ulcers.
DANNY
(CONTINUED)
29.
43 CONTINUED: 43
RUSTY
I can ask.
44
off...
46 IN INFIELD 46
SAUL
morning.
RUSTY
SAUL
Never better.
RUSTY
SAUL
RUSTY
For the first time, Saul cranes his neck and shoots a
look up at Rusty.
(CONTINUED)
30.
46 CONTINUED: 46
SAUL
physical?
RUSTY
SAUL
RUSTY
(re: race)
SAUL
Number four.
SAUL
RUSTY
you want?
SAUL
RUSTY
SAUL
(CONTINUED)
31.
47 CONTINUED: 47
They watch the race.
RUSTY
there?
SAUL
this.
On the track: The dogs are now coming around the back
SAUL
walks out as, on the track, the #4 dog crosses the finish
DANNY (V.O.)
DANNY
49
at a corner.
(CONTINUED)
32.
49 CONTINUED: 49
to
but he waits for just the right moment, and then, when
of his wallet.
LINUS
No problem, guy.
Linus tucks his prize into his own jacket pocket, face
arm as...
50
(CONTINUED)
51 CONTINUED: 51
Commuters zig and zag, this way and that, all on furious
before.
He dodges and sidesteps crazed commuters, and except
for
incident.
52
53
DANNY
LINUS
down.
sits.
DANNY
LINUS
(CONTINUED)
34.
53 CONTINUED: 53
DANNY
now.
LINUS
What is it?
DANNY
LINUS
fast.
DANNY
LINUS
his head)
name.
DANNY
on yours.
LINUS
DANNY
to feeling up stockbrokers.
Linus considers. He looks down at the ticket, then at
DANNY
make yet.
LINUS
53 CONTINUED: (2) 53
DANNY
America's playground.
CUT TO:
54
The city looms out of the desert like an infernal
fortress.
girls.
55 OMITTED 55
56 INT. REUBEN TISHKOFF'S MANSION (LAS VEGAS) - NIGHT
56
toward the front (he's given the help the night off) and
LIVINGSTON
Trick or treat.
TISHKOFF
57
Along one wall, a buffet table has been set up, and while
TURK
Saul?
(CONTINUED)
OCEAN'S 11 - Rev. 10/24/00 36.
57 CONTINUED: 57
SAUL
in the Tabernacle)
TURK
like Provo.
VIRGIL
(scarfing a jumbo
shrimp)
Anybody see the salsa goes with
this?
wary. Until...
DANNY (O.S.)
DANNY
Everybody eaten? Good. Everybody
outta Chicago.
DANNY
(pauses, soberly)
over the assembled and keeps going. The guys look each
(CONTINUED)
57 CONTINUED: (2) 57
BASHER
LINUS
Hi.
TISHKOFF
LINUS
Yeah.
TISHKOFF
From Chicago?
LINUS
Yeah.
TISHKOFF
LINUS
Yeah.
TISHKOFF
DANNY
(CONTINUED)
58 CONTINUED: 58
beneath
(beat)
LINUS
RUSTY
It's a little more complicated
than that.
Tvs.
DANNY
casinos.
moving into the tunnels, then (as the TVs unite in their
(CONTINUED)
39.
58 CONTINUED: (2) 58
DANNY
casino cages --
RUSTY
(indicating)
DANNY
identifications --
RUSTY
DANNY
RUSTY
DANNY
RUSTY
be trapped.
DANNY
58 CONTINUED: (3) 58
RUSTY
(in response)
of them to speak.
TURK
news...
DANNY
(smiles, happy
someone asked)
math.
does
RUSTY
(CONTINUED)
OCEAN'S 11 - Rev. 10/24/00 41-43.
58 CONTINUED: (4) 58
SAUL
I have a question.
to him)
open...
RUSTY
DANNY
(off everyone's
astonishment)
mention that.
SAUL
now.
DANNY
Yeah.
DANNY
59 OMITTED 59
60 INT. MGM GRAND CASINO - DAY
60
a blackjack table.
(CONTINUED)
44.
60 CONTINUED: 60
DANNY (V.O.)
about
doing a crossword.
DANNY (V.O.)
their coffee...
BETTER VIEW
Technician's belt...
DANNY (V.O.)
45.
- DAY 63
DANNY (V.O.)
Second task: power. On the night
Basher drops into the hole, pulling the cover over him,
DISSOLVE TO:
64
game room.
DANNY (V.O.)
OF 65
&
WIDER
LIVINGSTON
(CONTINUED)
46.
65 CONTINUED: 65
LIVINGSTON
house technician?
RUSTY
66
DANCER
move a muscle.
TECHNICIAN
(drunk and in
love)
67
... where Rusty waits for her, and when she slips him the
RUSTY
(as he goes)
DANCER
Say it yourself. She'll be
47.
embedded
ceiling camera)...
69
SLIM
70
delivery
Malloy)...
SENTRY
TURK (TOURIST)
VIRGIL
(can't think of
another)
... bud...
don't worry about how he got it) goes quickly to the door
and swipes the newly-acquired keycard and when it flashes
red-to-green, he enters...
corridors.
72
Meanwhile...
75
VIRGIL
have one...
TURK
boy.
SENTRY
Gentlemen, gentlemen...
49.
77
78
... and transmits all the views of the cages onto the
appearance.
DANNY
color?
RUSTY
directions and...
80
DANNY
Uh-oh.
He takes a left...
(CONTINUED)
50.
81 CONTINUED: 81
FAT
Hiya.
LIVINGSTON
Fine, thanks.
looming ahead, but then Fat turns behind him and hails
him back...
FAT
Hey...
82
back...
VIRGIL
FAT
Hey...
Livingston looks: he swiped the wrong side of his
... but Fat blocks it. Livingston peers up, certain he's
had it.
84
hand.
(CONTINUED)
85 CONTINUED: 85
LIVINGSTON
Thanks.
86
DANNY
Well...
RUSTY
Yeah...
DANNY
DANNY (V.O.)
RUSTY (V.O.)
For practice.
DANNY (V.O.)
Something like that.
DANNY
LINUS
Benedict.
DANNY
87 CONTINUED: 87
LINUS
is watch him?
DANNY
you crawl.
RUSTY
Reverse that.
DANNY
- DAY 88
BILLY TIM
FRANK
(playing a bit of
a dandy)
BILLY TIM
(they shake)
-- do you moisturize?
BILLY TIM
I'm sorry?
(CONTINUED)
88 CONTINUED: 88
Frank's not letting go of the man's hand, the object now
FRANK
built in...
BILLY TIM
to pay in cash?
FRANK
BILLY TIM
If you could pay cash, I could
a little)
FRANK
(big smile)
89
DANNY
transport...
(CONTINUED)
54.
89 CONTINUED: 89
TISHKOFF
missed.
DANNY
90 INT. HABERDASHERY 90
SAUL
DANNY
It's Armani, Saul.
SAUL
moment."
DANNY
this?
icicles.
SAUL
following morning.
waver.
DANNY
You're ready.
SAUL
Hello. My name is Lyman Zerga...
deeper)
55.
is Lyman Zerga...
DANNY
SAUL
DANNY
(handing him Rolaids)
and
him.
VIRGIL
DANNY
SAUL
(hesitates, then gets
out)
V.I.P. CONCIERGE
of service?
(CONTINUED)
OCEAN'S 11 - Rev. 1/8/01 56.
92 CONTINUED: 92
SAUL
a suite, please.
V.I.P. CONCIERGE
SAUL
A93
RUSTY
LINUS
93
LINUS (V.O.)
of a billion.
94
LINUS (V.O.)
95
LINUS (V.O.)
RUSTY (V.O.)
LINUS (V.O.)
or handle personally.
96
LINUS (V.O.)
97
portfolio.
LINUS
As I said: a machine.
RUSTY
(CONTINUED)
LINUS
(beat)
bankrupted --
RUSTY
dealership, I heard.
LINUS
ever-met's livelihood.
RUSTY
You scared?
LINUS
You suicidal?
RUSTY
(beat)
Now what?
LINUS
they're in a snit.
RUSTY
LINUS
sight of her.
(CONTINUED)
97 CONTINUED: (2) 97
LINUS
name.
RUSTY
Tess.
LINUS
What?
RUSTY
handles.
TISHKOFF
get this?
VIRGIL
TISHKOFF
Rolls!
Overlooking the whole enterprise is Danny, grinning from
... the false top to the cash cart before him flies open,
watch.
DANNY
(CONTINUED)
60.
100 CONTINUED: 100
DANNY
What is it?
RUSTY
your wife.
DANNY
Ex-wife.
RUSTY
Tell me.
DANNY
A beat.
DANNY
(beat)
A beat.
RUSTY
DANNY
choice.
(CONTINUED)
61.
DANNY
How'd she look by the way?
Tess...
RUSTY
TESS (V.O.)
radiant.
101
The painting hangs under a portrait lamp on a wall
TESS
Fernande Olivier.
SELLER
hell.
TESS
crazy.
AIDE-DE-CAMP
will be late?
TESS
Just then the double doors to the gallery swing open, and
(CONTINUED)
is a blare of trumpets.
BENEDICT
Am I late?
TESS
(greeting him)
Jean Santaniello.
BENEDICT
(to Seller)
he exceeded it.
SELLER
hell of a fight.
BENEDICT
We hope.
TESS
Here it is.
(to Tess)
forth...
SELLER
BENEDICT
63.
TESS
BENEDICT
confused; Benedict
specifies painting)
after her.
SELLER
price.
BENEDICT
after all.
AIDE-DE-CAMP
BENEDICT
Of course, of course.
Flash!
102
him.
TESS
You like it?
BENEDICT
(beat)
white stripe.
TESS
Oh?
(CONTINUED)
OCEAN'S 11 - Rev. 1/8/01 64.
BENEDICT
TESS
I see.
BENEDICT
BENEDICT
BENEDICT
TESS
BENEDICT
someone watching.
TESS
I'll see you tonight.
BENEDICT
and
thru thru
105 105
106 INT. HIGH ROLLERS' ROOM - NIGHT
106
HIGH ROLLER #1
SAUL
in questions, either.
(CONTINUED)
66.
BENEDICT
PIT BOSS
Mr. Zerga, sir. Lyman Zerga. In
BENEDICT
Who is he?
PIT BOSS
BENEDICT
it.
BENEDICT
PIT BOSS
BENEDICT
How's he doing?
PIT BOSS
Up. Almost forty grand.
BENEDICT
(knowing he can't
duck this)
107
being so...
(CONTINUED)
OCEAN'S 11 - Rev. 10/24/00 67.
TESS
(without looking
at him)
party...
DANNY
grinning)
Hello, Tess.
TESS
mostly)
DANNY
I'm out.
TESS
You're out.
DANNY
TESS
I don't smoke.
(as he sits)
Don't sit --
DANNY
(but he does)
They said I'd paid my debt to
society.
TESS
TESS DANNY
(CONTINUED)
68.
107 CONTINUED: (2) 107
DANNY
A beat.
TESS
papers?
DANNY
TESS
I told you I'd write.
TESS
DANNY
Benedict?
to a passing waiter:
DANNY
Whiskey and --
apart)
-- whiskey.
TESS
Danny...
DANNY
the museum.
DANNY
The Vermeer is quite good. Simple
older.
TESS
(CONTINUED)
DANNY
mistress?
TESS
Monet.
DANNY
TESS
A beat.
DANNY
TESS
DANNY
Yes.
TESS
Sounds frustrating.
DANNY
TESS
DANNY
TESS
Steal?
DANNY
Lie.
TESS
distinction.
(CONTINUED)
DANNY
TESS
TESS
DANNY
TESS
(then)
TESS
108
HIGH ROLLER
FRANK
HIGH ROLLER
Hiya, Terry.
BENEDICT
Mr. Weintraub. How's everything?
HIGH ROLLER
in my Shirley Temple.
BENEDICT
drinking vodka.
(turning attention to
Saul)
Mr. Zerga.
SAUL
your waiting.
(CONTINUED)
BENEDICT
SAUL
hand?
BENEDICT
white tigers.
SAUL
BENEDICT
youth.
CORNER - MOMENT LATER
SAUL
BENEDICT
SAUL
BENEDICT
SAUL
BENEDICT
is utterly...
(CONTINUED)
72.
SAUL
Benedict)
safe?
Saul's eyes are pure steel: he is not a man familiar
109
TESS
TESS
DANNY
(leaning in)
TESS
TESS
(beat)
(CONTINUED)
DANNY
wrong.
TESS
DANNY
You said: you better know what
you're doing.
TESS
you don't.
DANNY
BENEDICT
Catching up.
TESS
DANNY
Danny Ocean.
BENEDICT
(taking it)
Mr. Ocean.
(to Tess)
TESS
BENEDICT
Is that right?
(CONTINUED)
DANNY
I was shocked myself. Imagine the odds.
BENEDICT
world...'
(beat)
DANNY
BENEDICT
TESS
DANNY
BENEDICT
TESS
He can't --
DANNY
(simultaneously)
-- I can't.
BENEDICT
DANNY
BENEDICT
my hotels.
DANNY
BENEDICT
(CONTINUED)
DANNY
(smiles, rises)
TESS
I'm sorry --
BENEDICT
(like lightning)
Don't be.
fighting chance with her, but what he does not know is...
111
House cleaning.
BASHER
his work)
REPORTER (V.O.)
112
Benedict, for one, his finger on the button and his face
the property...
newspaper
BENEDICT
... Benedict, who puts his public smile back on and steps
LEWIS, and
BENEDICT
write
IMPLODES.
REUBEN
G'bye, honey...
113
As the Paradiso crumbles outside his window, the lights
(CONTINUED)
77.
BASHER
Shit.
RUSTY (V.O.)
114
(Basher
RUSTY
DISSOLVE TO:
115
... the false top of the cart springs open, revealing Yen
within, folded neatly.
(CONTINUED)
RUSTY
LIVINGSTON
Make it a sawbuck.
From a dead squat, Yen leaps, hands first, from the cash
door...
to
(CONTINUED)
BASHER
couplet!
REUBEN
LIVINGSTON
Like dominoes!
DANNY
(as he hardly
understands
this either)
118
BASHER (V.O.)
119
So...
BASHER
Danny rises and paces, frustrated. He's come too far for
(CONTINUED)
We could --
DANNY
By tomorrow?
BASHER
to him)
What -- is a pinch?
BASHER (V.O.)
Seventeenth Century.
A121 INT. TISHKOFF'S LIVING ROOM - NIGHT
A121
RUSTY
BASHER
(CONTINUED)
DANNY
Could a pinch take out the power
don't...
BASHER
Las Vegas?
(beat)
answer.
DANNY
Where?
BASHER
Pasadena.
B121
122
Turk and Virgil man the front seats as Danny, Basher, Yen
DANNY
They nod and, with Danny, start out the van's rear door.
DANNY
What are you doing?
LINUS
LINUS
(furious)
But...
(CONTINUED)
123
TURK
Yes. Nineteen.
VIRGIL
TURK
Yes. Eighteen.
VIRGIL
Evel Knievel.
TURK
Shit! Okay, your turn...
VIRGIL
TURK
VIRGIL
.04-five-five.
TURK
One-five.
VIRGIL
You're so wrong.
TURK
bitch.
(CONTINUED)
VIRGIL
TURK
you that.
ON LINUS
TURK (O.S.)
Stop it.
VIRGIL (O.S.)
Make me.
TURK (O.S.)
Stop it.
VIRGIL (O.S.)
Make me.
He
hearing him.
A moment passes.
A moment passes.
And the next door opens, and Danny, Basher, and Yen
(CONTINUED)
DANNY
Wait a minute.
Where's Linus?
DANNY
There he is.
DANNY'S POV
of the lab, and its beveled-glass stairwell. Linus
DANNY'S POV
BACK TO SCENE
Danny, Basher, and Yen squat side-by-side-by-side,
VIRGIL (O.S.)
BASHER
need saving.
DANNY
DANNY'S POV
TURK (O.S.)
Where'd he go?
BACK TO SCENE
Danny and Basher slowly turn: Turk and Virgil crouch
TURK
What?
remonstratively)
CRASH!
127 OMITTED 127
& &
128 128
Linus runs along the overhang, then leaps down, onto the
reversing van, and rolls along its roof and down its
windshield.
(CONTINUED)
DANNY
(appearing from
C'mon, c'mon...
Linus scrambles back over the van, and Danny and Yen
pull
him in. Virgil hits the gas for a quick getaway, but he
does so before the rear doors are closed, and one of them
Ahhh!
DANNY
about enough of
Danny's shit)
I got it.
steel; planes in the air are stacked for five miles over
(CONTINUED)
All Fights'...
JIM LAMPLEY
88.
135
with
MANAGER
How we doing?
WATCHER (V.O.)
(over Livingston's
headset)
137
TISHKOFF
SAUL
(as Lyman)
They'll be here.
TISHKOFF
"Lyman")
Fidel.
138 AT LIVINGSTON'S CONSOLE 138
LIVINGSTON
Yikes.
139
89.
van arrives, dropping off only Linus and Danny, who slaps
As Danny and Linus enter the lobby, Rusty falls into step
RUSTY
LIVINGSTON
We have a problem.
141
A mug-shot of Danny, complete with vital information:
LIVINGSTON
cameras.
DANNY
This is a problem.
RUSTY
SAUL (O.S.)
(as Lyman)
RUSTY
Now!
(CONTINUED)
OCEAN'S 11 - Rev. 10/24/00 90.
SAUL (O.S.)
(himself again)
I'm out.
RUSTY
(back to Danny)
happened?
LINUS
I do. He's been chasing
DANNY
RUSTY
I did.
hold a stare)
TISHKOFF
Who's Tess?
DANNY
My wife.
RUSTY
Ex-wife.
SAUL
(appearing in a
bathrobe)
Tess is here?
RUSTY
(eyes still on
Danny)
had to say)
(CONTINUED)
He's out?!
RUSTY
at risk.
DANNY
RUSTY
This is my job.
RUSTY
Not anymore.
Linus.
TISHKOFF
RUSTY
it.
RUSTY
(to Livingston)
up at seven.
Livingston exits. Everyone else in the room staggers
heard.
(CONTINUED)
SAUL
& &
143 143
144
Tess, readying herself for the big evening, meets her own
BENEDICT
(on phone)
Yes. Yes. No. Very much no.
(beat)
have H.B.O.
her shoulders...
BENEDICT
TESS
You.
She smiles at him in the mirror. His glance in it,
146
Vegas.
The time is 7:00.
147
BENEDICT
MANAGER (WALSH)
BENEDICT
MANAGER
Bruiser?
SAUL
Mr. Benedict.
BENEDICT
SAUL
I have no reason to suspect
here momentarily.
BENEDICT
wait outside?
AREA 149
Benedict and Saul emerge, guards positioned around
them.
TURK (V.O.)
They're in position.
LIVINGSTON (V.O.)
(over STATIC)
150
suits.
TURK
SAUL
by.
FRANK
(as he busts)
house.
MOVING WITH Benedict as he spies out of the corner of
his
guards...
BENEDICT
(CONTINUED)
SAUL
Of course not.
worse
Saul does his best to ignore the man. But even Benedict
RACETRACK DENIZEN
SAUL
Friedrich, Gunther.
An order: dispose of this man. Virgil and Turk pick up
SAUL
Mr. Benedict...
(gesturing to the
briefcase-cuff)
They proceed.
(CONTINUED)
DANNY
Pops, you won.
RUSTY
No...
RUSTY
me...
Linus does.
RUSTY
RUSTY
you're lying --
(CONTINUED)
OCEAN'S 11 - Rev. 1/8/01 97.
RUSTY
any circumstances --
LIVINGSTON (O.S.)
RUSTY
(wandering off)
Sure thing.
commandments
154
who
a NASCAR pit crew Basher, Turk and Virgil load the pinch
into the white van's rear and before you can say
"electromagnetic pulse" the VAN SCREECHES back out of
the
155
BENEDICT
BENEDICT
Saul lifts the velvet tray out of the case, and Benedict
vault...
SAUL
Why not?
BENEDICT
Insurance, for one. Security,
WALSH (MANAGER)
BENEDICT
(beat)
SAUL
156
The white van slows enough to unload Virgil and Turk,
157
LIVINGSTON (V.O.)
Deep breaths. You'll do fine.
LINUS
(breathes deep)
Thanks.
LIVINGSTON (V.O.)
himself)
NIGHT 158
Linus's smile disappears as he continues to bounce.
(CONTINUED)
99.
VOICE (O.S.)
Room service.
a corner.
RUSTY
You ready?
159
Fat and Slim sit before their monitors, feet kicked up,
WALSH
Walsh, finding Fat and Slim as they are, coughs; the two
his watch.
SAUL
Don't let me keep you.
BENEDICT
Mr. Zerga...
RUSTY
161
Linus nods, shakes out his hands some more...
(CONTINUED)
LINUS
... and here comes Benedict, exiting the cage just as his
the restaurant...
LINUS
Mr. Benedict...
BENEDICT
Yes?
LINUS
(presents proper
identification)
already -- but...
BENEDICT
N.G.C.
GOONS
watch him from across the bar, and when he turns in their
RUSTY
deposit?
(CONTINUED)
OCEAN'S 11 - Rev. 10/24/00 101.
TURK
VIRGIL
something?
No one responds.
RUSTY
(turning his attention
the cart)
alright?
RUSTY
starts... now.
On "now" a RUNNING CLOCK APPEARS ON-SCREEN,
descending
Rusty seals Yen inside the cash cart, then gives the top
LIVINGSTON
LINUS
arm.
BENEDICT
Escalante.
(CONTINUED)
102.
164 CONTINUED: 164
PIT BOSS
portfolio.
NIGHT 165
RUSTY
LIVINGSTON
numbers.
166
Linus half-nods in response, and Benedict notices.
BENEDICT
LINUS
BENEDICT
LINUS
(a pause; will he
pass?)
Not since he died last year.
BENEDICT
FRANK
(CONTINUED)
elevator...
uniforms, a tablecloth.
167
and counting. A MAITRE D' scours his reservations list,
Hefner
MAITRE D'
TISHKOFF
couple minutes.
TISHKOFF
of
MAITRE D'
this way...
Reuben can't help but stare as Tess passes by. His eyes
VOICE (O.S.)
Hey...
(CONTINUED)
mouth.
TISHKOFF
TISHKOFF
(outraged)
Hey: you have any idea who I
think I am?
TESS
Danny: No.
DANNY
TESS
I'm having you thrown out of
here.
She starts past him; he grabs her arm to keep her, and
TESS
aren't you?
DANNY
Tess...
TESS
Well, know this: no matter what
DANNY
(CONTINUED)
DANNY
Good-bye.
DANNY
Be good.
TESS
(already missing him)
Good-bye, Danny.
169
PLAINCLOTHES GOON #1
DANNY
I thought he might.
170
LINUS
Thank you for your cooperation,
Mr. Escalante.
not at all)
(CONTINUED)
LINUS
You are Frank Catton? Formerly of
system?
(MORE)
(CONTINUED)
106.
LINUS (CONT'D)
quiet)
(to Benedict)
forbids...
FRANK
Goddamn cracker...
LINUS
(a pause; he can't
believe he just
heard that)
Pardon me.
FRANK
(leering at Linus,
simmering)
this state...
LINUS
FRANK
it whitejack.
LINUS
(a beat, then)
(to Benedict)
(whoops)
... I mean...
(CONTINUED)
FRANK
BENEDICT
(to Linus)
You alright?
LINUS
(a beat, then)
Yeah.
RUSTY
(hearing this)
package.
172 INT. BELLAGIO CASINO - BY CAGE DOOR - 14:05
172
and Turk move up with their cash cart, and when Virgil
VIRGIL
card.
approaches.
SECURITY OFFICER
What's going on here?
VIRGIL
keycard.
SECURITY OFFICER
it.
sentries)
The sentry nods, swipes his keycard, and enters with the
cash cart. Turk and Virgil hesitate a moment to watch it
173
WALSH
There it is now.
SAUL
(beginning to sweat
overtaking him)
Wonderful.
ON MONITORS
RUSTY
That's my cue.
(as he exits)
LIVINGSTON
(into mike)
NIGHT 175
Jane Eyre.
LIVINGSTON (V.O.)
Bash!
BASHER
No need to yell.
LIVINGSTON (V.O.)
BASHER
I'm there.
176
BENEDICT
premises.
(to Frank)
again.
FRANK
to Linus)
Cracker.
late.
BENEDICT
to respond)
Mr. Wills?
LINUS
Of course.
They start toward the exit. But halfway there...
LINUS
it.
in
BENEDICT
BENEDICT
Thank you.
177
and counting. The Guards show Frank out. Frank tries
to tip them...
FRANK
Thanks, fellas.
178
silence, waiting.
DANNY
GOON #1
DANNY
happens here?
bluff.
DANNY
Who is?
in...
but it's not his size that draws attention, it's his
teeth...
(CONTINUED)
sight.
DANNY
GOON #1
over.
The Goons exit. Danny and the Bruiser face off. And as
BRUISER
DANNY
S'okay.
(shaking it off)
BRUISER
Pregnant again.
DANNY
179
GROANS
LIVINGSTON
Oh shit...
181 INT. BELLAGIO SECURITY CENTER - 04:30
181
WALSH
SAUL
WALSH
(to Slim)
Close it up.
FAT
182
183
LIVINGSTON
184
(CONTINUED)
OCEAN'S 11 - Rev. 1/8/01 112A.
FAT
Who's that?
... and Saul can't handle the suspense: He grips his arm
fledged
him.
LIVINGSTON
187
As Saul and his heart attack hold the spotlight, a
WALSH
to push it open...
... a hand yanks it free from above. It's Danny.
DANNY
LINUS
DANNY
I do now.
189
RING ANNOUNCER
190
191
LINUS
DANNY
Crawlspace. And I had to give
LINUS
A192
DANNY
RUSTY
around.
(beat)
DANNY
(nods)
B192
LINUS
DANNY
(starting toward
elevator shaft
ladder)
(CONTINUED)
side-
shaft,
192
head...
RUSTY
He's gone.
Walsh, Fat and Slim all bow their heads. At the door,
him:
VIRGIL
(to Turk)
193
DANNY
LINUS
Huh?
DANNY
Tyson or Lewis.
(CONTINUED)
The fight...?
Lewis.
a look)
DANNY
LINUS
(shrugs)
I'd go in for a buck.
DANNY
A buck it is.
sensors.
DANNY
A194
Rusty leads the "paramedics" out, with "dead" Saul on
their gurney.
RUSTY
LIVINGSTON
his mike)
195
BASHER
his van)
(CONTINUED)
LIVINGSTON (V.O.)
We don't have a minute. Yen's
seconds.
BASHER
van's engine.
196
197
LINUS
DANNY
Never. You?
LINUS
Nope.
198
BASHER
Ready.
LIVINGSTON (V.O.)
(over earpiece)
Then hit it.
BASHER
... One...
by-one.
FLAMINGO
BELLAGIO
BASHER (V.O.)
200
BASHER (V.O.)
DANNY
Now!
203
WHOOSH
UNCOILING.
(CONTINUED)
BASHER (V.O.)
up
BASHER
LINUS
Aaaaahhhhh!
204 EXT. BELLAGIO PARKING LOT - TOP LEVEL - NIGHT
204
BASHER
... ten...
205
206
REF
... One, two, three...
BENEDICT
(CONTINUED)
plug."
BENEDICT
(to himself)
207
All the lights are back on, and Basher observes his
BASHER
208
recover as quickly.
LINUS
You alright?
DANNY
FRANK
Are they in?
LIVINGSTON
One second.
(a look at him)
(CONTINUED)
ON MONITOR B
LIVINGSTON
guards, same...
LIVINGSTON
... shift.
211
The room is abuzz with activity. The monitors here
because...
unnoticed.
214
Danny and Linus pry open the elevator doors and squeeze
vault
lights.
Yen stretches his hand out to grab it, but it's slid
B215
shaft...
... and Linus and Danny appear in the doorway; they both
(sniffing something)
215
corridor to find...
DANNY
Not yet.
(a beat; another
beat; then)
Okay.
LINUS
DANNY
terminate
this heist here and now. Yen's hand stretches farther out
to
until...
to
throws open the cash cart lid and takes the biggest breath
of his life.
impregnable.
LINUS
(jaw dropping)
Jesus...
DANNY
out.
Yen now sits perched atop the cash cart, Saul's briefcase
opened beside him (he has removed half of Lyman's
knows: it's time for his leap. It's the same distance
FRANK
LIVINGSTON
No bet.
OCEAN'S 11 - Rev. 1/8/01 123.
... and he grabs it, but with only one hand he's slipping
floor...
LIVINGSTON
Shit.
too.
DANNY
Okay.
detonator.
FRANK
That's it?
LIVINGSTON
There's still the five pins and
BASHER
do the trick.
door.
DANNY
(checking watch)
-- now.
B224 INT. VAULT B224
Yen starts his retreat from the door, but gets yanked
back.
DANNY
plastic explosive.
DANNY
LINUS
DANNY
-- one --
Nothing.
J224 INT. VAULT J224
A beat.
can get.
What's wrong?
DANNY
I don't know.
LINUS
224
disbelief...
job is complete.
SAUL
225
As Danny checks his batteries (the types with built-in
LINUS
DANNY
hears the slap, rolls his eyes, and ducks out of the
line of fire.
pauses...
(CONTINUED)
DANNY
Do it.
DANNY
Amazing?
it...
Yen pops up from within, his hair on end, looking like he
YEN
all around.
SAUL
(considers it for
a moment)
SAUL
This is better.
125.
228
229
and again...
BENEDICT
TESS
TESS
It isn't mine.
BENEDICT
TESS
Hello?
RUSTY (V.O.)
TESS
BENEDICT
ON RUSTY
RUSTY
126.
230
BENEDICT
FAT
BENEDICT
Show me.
FAT
All quiet.
BENEDICT
(on phone,
venomously)
speaker.
RUSTY (V.O.)
232
ON FAT'S MONITOR
vault throw stacks of money onto the floor; the three Uzi
BENEDICT
Jesus Christ...
233
pizza.
RUSTY (V.O.)
234
BENEDICT
(close to apoplectic,
barks at Walsh)
down there.
hits her...
EVENING A235
DANNY
Good-bye.
unnoticed.
BENEDICT
(on phone)
dead man.
Tess leaves.
RUSTY (V.O.)
Maybe.
BENEDICT
INTERCUT WITH:
BENEDICT
RUSTY
us.
BENEDICT
(has to laugh)
RUSTY
large canvas bags and mark the bags with X's, another
RUSTY (V.O.)
RUSTY (V.O.)
vault, booby-trapped, as a
hostage.
RUSTY
(CONTINUED)
129.
RUSTY
your decision.
RUSTY
Hi.
He
makes his choice...
BENEDICT
(to Walsh)
VOICE (V.O.)
239
Bellagio.
WALSH
BENEDICT
(uncupping his
phone)
TESS
Where's Danny?
RUSTY
TESS
(a little pissed)
He does?
BENEDICT (V.O.)
RUSTY
(back on phone)
phone, she backs off, debating: can she blow the whistle
on her ex?
242 INT. VAULT ELEVATOR - CLOSE ON SIX CANVAS BAGS
242
RUSTY (V.O.)
243
A small cadre of guards await the arrival of the vault
RUSTY (V.O.)
the casino.
131.
RUSTY
245
... and Benedict hears it.
BENEDICT
(to Walsh)
RUSTY (V.O.)
mini-bar.
(back to business)
casino floor...
246 INT. BELLAGIO CASINO - NIGHT
246
The six guards appear from the cage door, carrying six
RUSTY (V.O.)
247
The white VAN (now clean of the "Nevada Telecom" sign)
RUSTY (V.O.)
(CONTINUED)
248
BENEDICT (V.O.)
Now what?
RUSTY (V.O.)
249
BENEDICT
Sir, I have complied with your
RUSTY (V.O.)
I would.
BENEDICT
RUSTY (V.O.)
Yes?
BENEDICT
released)
be supremely disappointed.
the police.
(beat)
them.
253 TESS 253
the
vault.
WALSH
BENEDICT
the tarmac.
LONGER MONTAGE now, CUTTING BETWEEN:
257
money.
BENEDICT
(on second
inspection)
Where's Zerga?
look)
Mr. Zerga? With the briefcase?
WALSH
He's -- he died.
position...
259
SWAT LEADER (V.O.)
(over radio, on
monitor)
power.
FAT
to
on
another.
BENEDICT
Do it.
(over radio)
Cut it.
261
(Leader's voice)
(there is RUNNING,
panicked)
(Leader's voice)
BENEDICT
(into intercom)
anymore.
BENEDICT
to Slim)
cameras.
262
Goons
HEAD GOON
Get out of the van, now! Now!
136.
Livingston's "spider."
as he approaches Benedict.
SWAT LEADER
Mr. Benedict...
BENEDICT
Yes.
SWAT LEADER
BENEDICT
away...
SWAT LEADER
clear out.
BENEDICT
(into walkie-talkie he
265
from inside.
(CONTINUED)
HEAD GOON
EMPLOYEE
(innocently)
rear bumper.
CONTROL 266
TISHKOFF
As the Head Goon reaches for the rear door, his hand
service.
OCEAN'S 11 - Rev. 10/24/00 138.
WALSH (V.O.)
(over walkie-talkie)
Mr. Benedict...
BENEDICT
Yes?
WALSH (V.O.)
They took the van.
BENEDICT
And?
WALSH (V.O.)
(hesitantly, this is
bad news)
BENEDICT
Shit.
WALSH (V.O.)
Sir... sir...
BENEDICT
What, Walsh?
WALSH (V.O.)
sir.
BENEDICT
What?!
WALSH (V.O.)
WALSH (V.O.)
bags.
(CONTINUED)
139.
BENEDICT
robbery.
269
ago
BENEDICT (V.O.)
"Bellagio" there.
WALSH
(on walkie-talkie)
don't understand...
BENEDICT
WALSH (V.O.)
What?
BENEDICT
WALSH
Then, sir...
272
money?
- NIGHT 273
bag
see:
274
LIVINGSTON
RUSTY
feigns hysteria...
LINUS
281
The SWAT team exits and boards the second vehicle Turk
and Virgil have been working on all this time, the one in
RUSTY
your jurisdiction...
(cupping phone)
Hit it.
Turk hits the gas and the VEHICLE PEELS away, carrying its
BENEDICT
to him)
Ocean...
283 INT. CAGE/HALLWAY - MOVING WITH BENEDICT
283
(CONTINUED)
BENEDICT
Where's Ocean?
PLAINCLOTHES GOON #1
(CONTINUED)
BENEDICT
284
the door swings open and Benedict steps in. Bruiser sees
BENEDICT
(a little punchy)
fight going?
BENEDICT
(beat)
Did you?
DANNY
BENEDICT
catches
TESS
Hello?
(CONTINUED)
VOICE (V.O.)
it's Livingston's)
brooding:
DANNY
Stop there.
BENEDICT
DANNY
(beat)
(beat)
What would you say?
BENEDICT
She's crestfallen.
DANNY
do with it.
BENEDICT
of his parole.
289
The Goons haul Danny out. Tess has left, heartbeats ago:
A290
WALSH
BENEDICT
290
for...
291
BENEDICT
Tess...
(as she doesn't
stop)
Tess?
TESS
(CONTINUED)
close on him.
292
warehouse.
293
come to an intersection...
294
to...
TESS
Wait!
(CONTINUED)
TESS
Danny...
(beat)
I'm sorry.
DANNY
A beat.
TESS
I didn't.
(CONTINUED)
seat.
TESS
DANNY
(shrug)
think.
The squad car door closes him in and Tess stands vigil as
it pulls away.
297
RUSTY
DANNY
to pick me up?
RUSTY
(CONTINUED)
147.
DANNY
(beat)
How's life?
RUSTY
C'mon...
together
again.
RUSTY
DANNY
To a phone.
RUSTY
I stopped and picked up your
back seat.
DANNY
My what?
DANNY
(smiling back,
then)
TESS
Sure they do.
STARTS
the CAR.
DANNY
RUSTY
the road...
(CONTINUED)
DANNY
TESS
DANNY
Liar.
TESS
Thief.
THE END