In the past few years, Steven Soderbergh has been elevated from a commercially marginal director whose films barely received a release into a filmmaker with seemingly all of Hollywood's money and resources at his disposal. Since he reappeared on the industry's radar with 1998's Out Of Sight, Soderbergh's budgets and box-office returns have soared. While still making time for more modest films like 1999's The Limey, he's also maintained his integrity when delivering the goods in fare as crowd-pleasing, populist, and formulaic as last year's Erin Brockovich. The Hollywoodification of Soderbergh reaches its apex with Ocean's Eleven, a shamelessly commercial, superhunk-packed, briskly enjoyable caper comedy that's ostensibly a remake of the lumbering 1960 Rat Pack vehicle of the same name. The prospect of a middling Rat Pack showcase being remade with today's top pretty boys might initially seem as appealing as a re-imagining of Clambake starring Ricky Martin, but Eleven is more a rehash of Out Of Sight, with which it shares cast, crew, and a nearly identical tone, look, and sensibility. George Clooney essentially reprises his Sight role for Eleven, which casts him as yet another lovelorn, endlessly charming ex-con thief with a heart of gold, a prominent ex-wife, and an elaborate felonious enterprise perpetually on his mind. This time, the act of grand larceny involves conspiring with fellow slickster Brad Pitt to rob silky-smooth casino owner Andy Garcia in revenge for Garcia's theft of Clooney's long-suffering ex-wife (Julia Roberts). First, however, Clooney and Pitt must assemble the titular rainbow coalition of colorful crooks, introduced in a sequence disconcertingly similar to one in Armageddon. Like its protagonist, Ocean's Eleven is fun to watch, but slightly too hip, a little too knowing, and much too impressed by its own familiar brand of post-Tarantino cool. But like some of the other irascible crooks and cons Clooney has played (Out Of Sight's gentleman robber, the prison escapee of O Brother, Where Art Thou?), Ocean's Eleven boasts an oily, secondhand charm that's transparent but strangely endearing. With his Oscar-winning direction of the similarly star-studded Traffic, Soderbergh managed a remarkable balance between style and substance. In Ocean's Eleven, style delivers substance a Dream Team-style pounding, but the results are so breezily entertaining, it's futile to resist.