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Linus Caldwell: You ever notice that Tess looks...

Rusty Ryan: Ooh, don't ever ask that. Ever. Seriously. Not to anyone, especially not to her.

Linus Caldwell: Wait, why not?

Rusty Ryan: Look, it's not in my nature to be mysterious. But I can't talk about it and I can't talk about why.

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In the last scene when the everyone meets to play poker Catherine Zeta Jones throws her hands up to celebrate a win and falls out of her chair for real. See more...

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Mistake Factual error: The scene where Nightfox steals the Faberge Egg is all wrong. A laser security system must have a photoelectric receptor at the other side to detect if somebody pass between the two devices. As shown in the film, the laser beams points everywhere, so the system can't work and somebody could cross a beam without starting the alarm. Even if it was some weird system based on measuring distance it wouldn't work - if the laser hits the floor at an angle it won't bounce back to the source, it will reflect towards the ceiling.

Mistake Deliberate "mistake": Laser beams are normally not visible, except for a small dot where they hit a surface. Even if made visible, using smoke or dust or special glasses, they are thin as threads. Obviously something more visual was needed for Toulour's dance act, hence the thick beams of light.

Mistake Visible crew/equipment: When Ocean tells the Nightfox about the fake Faberge, there's a shot of the Nord Train. When we see the left side of the train, watch its window and you will be able to see a camera and a cameraman reflected.

Mistake Factual error: In the movie the poles which houses are built on are situated in the water; one could swim between the poles. That's totally impossible: the poles are drilled in very wet sand (to be compared to a swamp) and you can't reach them from the canals in any way.

Mistake Plot hole: How did Benedict have time to visit all of Ocean's 11 without them informing each other? (That is, only Danny should have been surprised to see Benedict.)He had to travel to Connecticut, Utah, Miami, London, New Jersey, Chicago, New York, Louisiana, Las Vegas, and Los Angeles. As soon as Danny knew, he was on the phone (presumably calling the others).

Mistake Continuity: Before some of the group is arrested, Brad Pitt is sitting at a restaurant table and 4 cops approach him (2 from the front and 2 from behind). In one shot, the two cops in the front are seen about to sit down, but in the next shot, they are just arriving and aren't even close to the chair.

Mistake Visible crew/equipment: In the first scene, as Rusty walks through the house, you can see the silhouette of a crew member crouched down at the far right of the screen.

Mistake Other: The shot when Basher and Linus are practicing the switch is impossible to do in one shot. There are two items on the stand, the Egg and a carriage next to it. There is no way that Linus was able to grab both items (one in each hand) and put the hologram down without it being two shots.

Mistake Other: When Bruce Willis enters the hotel room in Rome to see Julia, Matt Damon reacts twice with surprise when he turns around and sees Bruce.

Mistake Visible crew/equipment: In the scene of Matsui's interrogation, you see Catherine Zeta-Jones leave the "pre-interrogation room", walk behind a glass through a corridor and finally enter the interrogation room; in the last seconds of her walk, you can see the shadow of the moving camera on the two-way mirror.

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