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I remember when Ocean’s Eleven was first announced, and how disappointed I was. Steven Soderbergh was already well-respected by critics and serious film buffs due to his films Sex, Lies & Videotape, Out of Sight, Erin Brockovich and Traffic. He was the last person in Hollywood that needed to sell out to the masses by directing a re-make packed with eye candy. Not only that, but he chose to re-make a fantastic film that starred the Rat Pack. Essentially, Soderbergh decided to go to Vegas and relieve himself on the legacy of Frank Sinatra in the name of the almighty dollar. Imagine my surprise when I saw the film, and it was nothing short of fantastic; an amazing re-creation of the spirit of the original film, while updating the plot to be both modern and classic at the same time. Soderbergh had won me over. Even with all that success, I never expected a sequel. The sequel, cleverly titled Ocean’s Twelve, was something of a letdown. It was missing the slick feel of the original, and it seemed like everybody simply phoned it in. I still enjoyed it, but it was nowhere near as fun as the first. Now we come to Ocean’s Thirteen, which sees the crew finally return to their Vegas roots. While I still consider Eleven to be the best film in this series, Thirteen is a worthy follow up. The camera work is clever, the story is tight, and the acting is sharper than the previous iteration. Newcomer Al Pacino does his usual fantastic work here, and the whole film moves along at a quick pace that keeps the action exciting from start to finish, with no lulls. The whole point of this film is cool, and it delivers completely. VideoI love movies shot in Vegas. The lights on the strip and in the casinos always pop in a way that is more spectacular than any other location on earth. This is a golden opportunity to really show off what the standard DVD format can do. Unfortunately, this disc just looks horrible. Images are way too dark, even during the daytime in the desert. The images severely lack definition, and they are very grainy. There is also a real problem with edge enhancement that makes many of the stars’ faces appear nowhere near as sharp as they should be. AudioThe audio here is a mixed bag. On the one hand, the music is fantastic; cool, peppy and slick. On the other hand, the audio quality it self is pretty average. There is not a lot of punch from the subwoofer, the surrounds are sparse, and the whole thing is lacking the flash that I was hoping to hear from such a slick film. Special FeaturesIt’s a real shame to say it, but the special features included on this disc are slim. In addition to the inclusion of some deleted scenes, there are also two special features here. The first is called Vegas: An Opulent Illusion- Las Vegas’ Influential Design Sense. See, now all this time I thought Las Vegas was the pinnacle of trashy design, but apparently I was mistaken. Independent of taste, this featurette appears to be a Travel Channel segment that discusses the architecture of Sin City, and is actually a very interesting and first-rate documentary segment. The other featurette is called Jerry Weintraub Walk and Talk- The producer takes us on a casino tour. This is actually a tour of the indoor set where this film was shot, and it reminded me of a similar extra that Martin Scorsese did on the Gangs of New York DVD. Unfortunately, it just lasts a little over two minutes. Final ThoughtsTo put it simply, good movie, bad disc. While not up to the same standard set by Ocean’s Eleven, this is a very entertaining film that deserves much better treatment on DVD. It’s possible that the HD DVD version fixes many of the audio and video problems present here, but I can not attest to that. Given the poor quality of the presentation here, however, I can only imagine that HD would be the way to go.