"OCEAN’S THIRTEEN"

The Filmmakers

STEVEN SODERBERGH (Director) won an Academy Award for Best Director for his 2000 ensemble drama "Traffic." He had earned dual Best Director Oscar nominations that year, also receiving one for "Erin Brockovich," starring Julia Roberts in her Oscar-winning performance. Soderbergh had earlier gained an Academy Award nomination for Best Original Screenplay for "sex, lies, and videotape," which marked his feature film directorial debut. The film also won the Palme d'Or at the 1989 Cannes Film Festival.

"Ocean's Thirteen" is Soderbergh's seventeenth film, also including "The Good German," "Bubble," "Ocean's Twelve," "Solaris," "Full Frontal," "Ocean's Eleven," "The Limey," "Out of Sight," "Gray's Anatomy," "Schizopolis," "The Underneath," "King of the Hill" and "Kafka."

He also wrote, directed, photographed and edited "Equilibrium," starring Alan Arkin, Robert Downey, Jr. and Ele Keats, which was one of a trio of short eroticism-themed films released as "Eros." Michelangelo Antonioni and Wong Kar-wai directed the other two segments. The film had its premiere at the 2004 Venice Film Festival.

In addition, Soderbergh has produced or executive produced a wide range of features. His credits as a producer include John Maybury's "The Jacket," starring Adrien Brody and Keira Knightley; Lodge Kerrigan's "Keane," which played at the Telluride, Toronto and New York Film Festivals; Gregory Jacob's directorial debut, "Criminal," with John C. Reilly and Maggie Gyllenhaal; Anthony and Joseph Russo's "Welcome to Collinwood," starring William H. Macy; Gary Ross' "Pleasantville," with an ensemble cast led by Tobey Maguire; and Greg Mottola's "The Daytrippers."


JERRY WEINTRAUB (Producer) is one of the most influential and successful people in the entertainment industry, with a career spanning more than 50 years and encompassing the genres of feature films, television, theatre and music.

Weintraub had already enjoyed tremendous success in the management and music fields when he made an auspicious motion picture producing debut with Robert Altman's seminal 1975 feature film, "Nashville." Released to widespread acclaim, the film went on to earn five Academy Award nominations, including one for Best Picture. Over the next decade, Weintraub repeatedly demonstrated an eye for emerging talent, producing such features as "September 30, 1955," starring Richard Thomas under the direction of James Bridges; "Oh, God!," directed by Carl Reiner and starring George Burns and John Denver in his first acting role; Barry Levinson's directorial debut, "Diner," which helped launch the careers of Kevin Bacon, Paul Reiser, Mickey Rourke, Tim Daly, Ellen Barkin and Steve Guttenberg; and the inspiring drama "The Karate Kid," which spawned three sequels, the last one starring a young Hilary Swank.

Now heading up Jerry Weintraub Productions, he previously produced the hit remake of the Rat Pack comedy "Ocean's Eleven" and its sequel, "Ocean's Twelve," both directed by Steven Soderbergh and featuring an all-star cast. Additionally, Weintraub produced the upcoming family film "Nancy Drew," starring Emma Roberts as the intrepid teenage detective.

Jerry Weintraub Productions also has a number of films in development, including a new live-action version of "Tarzan" and a remake of the sci-fi actioner "Westworld," to name only a few.

Brooklyn-born and Bronx-bred, Weintraub likes to joke that his goal when starting out in entertainment was to get out of the Bronx. He began his career as a talent agent, eventually segueing to personal management. Forming Management III, he handled such names as The Muppets, Jack Paar and Norm Crosby, among others. His success opened the door to the music industry at the height of the Rock 'n Roll revolution. He produced the legendary Elvis Presley's first arena tour and, throughout the 1950s and '60s, continued to make his mark as a concert promoter for some of the biggest names in the business. Founding Concerts West, Weintraub broke new ground when he presented Frank Sinatra at Madison Square Garden in the celebrated "first around the world by satellite" concert, called "The Main Event." He also helped boost the careers of such renowned artists as Bob Dylan, Led Zeppelin, Neil Diamond, John Denver, The Carpenters and The Beach Boys.

Weintraub went on to produce a number of high-profile television specials and movies, many starring the musical artists with whom he had worked. In addition, he produced "An Olympic Gala," the telecast of the opening ceremonies of the 1984 Olympic Games in Los Angeles. Weintraub also produced several Broadway shows, including "Canterbury Tales" and "Starlight Express."

Returning to the motion picture arena, Weintraub was named Chairman and CEO of United Artists. He later left to form his own film and television production company, Weintraub Entertainment Group. Three years later, he founded Jerry Weintraub Productions, based at Warner Bros. Studios.

The first film produced under the Jerry Weintraub Productions banner was 1992's "Pure Country," starring country legend George Strait. Weintraub subsequently produced "The Specialist," starring Sylvester Stallone and Sharon Stone; "Vegas Vacation," starring Chevy Chase; the big-screen version of "The Avengers," teaming Ralph Fiennes and Uma Thurman; and the sci-fi actioner "Soldier," starring Kurt Russell.

In addition to his professional endeavors, Weintraub is well known for his philanthropic efforts on behalf of a wide variety of worthwhile causes, ranging from health concerns to education to the arts and more. He most recently joined forces with George Clooney, Brad Pitt, Matt Damon and Don Cheadle in "Not on Our Watch," a humanitarian campaign to end the genocide in Darfur.

Weintraub has also been the recipient of several professional honors. He was one of the first independent movie producers to receive a star on the Hollywood Walk of Fame and, in 2001, won the Kodak Award for Extraordinary Achievement in Filmmaking. Earlier this year, he was named the ShoWest Producer of the Year by the National Association of Theatre Owners. In June 2007, he will become the first producer ever to be "cemented" in the courtyard of Hollywood's Grauman's Chinese Theatre when he joins George Clooney, Brad Pitt and Matt Damon in a Hand and Footprint Ceremony in celebration of the opening of "Ocean's Thirteen."


BRIAN KOPPELMAN & DAVID LEVIEN (Screenwriters) began their screenwriting partnership with the 1998 poker drama "Rounders," directed by John Dahl and starring Matt Damon and Edward Norton. The film landed atop the box office in its opening weekend.

They subsequently co-wrote the script for the screen adaptation of the John Grisham bestseller "Runaway Jury," with John Cusack, Gene Hackman, Dustin Hoffman and Rachel Weisz.

In 2001, Koppelman and Levien made their feature film directorial debuts on the crime drama "Knockaround Guys," which they also wrote and produced. A story about life as the son of a gangster, the film featured an ensemble cast that included Barry Pepper, Vin Diesel, Seth Green, Dennis Hopper and John Malkovich. The following year, they produced Neil Burger's "Interview with the Assassin," which premiered at the 2002 Tribeca Film Festival and went on to garner three Independent Spirit Award nominations.

Koppelman and Levien most recently produced Neil Burger's romantic thriller "The Illusionist," starring Edward Norton, Paul Giamatti and Jessica Biel. For television, they created the critically praised television series "Tilt" for ESPN. They also wrote and directed the pilot episode, in addition to scripting a number of other episodes of the series.

The partners also have several projects in various stages of production and development. They are currently producing Neil Burger's upcoming drama "The Return," starring Rachel McAdams, Michael Pena and Tim Robbins. In addition, they have written the crime drama "The Untouchables: Capone Rising," which Brian De Palma is directing, and "The Winter of Frankie Machine," with Robert De Niro attached to star.

Levien is a graduate of the University of Michigan, where he published short stories in the undergraduate literary magazine. After earning his degree, he began writing screenplays and fiction. He has authored two novels: Wormwood, published in 1999; and Swagbelly, A Novel for Today's Gentleman, published in 2003. Levien has a new crime thriller, being published by Doubleday, coming out in early 2008.

Koppelman graduated from Tufts University and went on to build a career in the music industry while earning a law degree from Fordham University at night. When he is not making films, Koppelman works the New York clubs as a stand-up comedian.


SUSAN EKINS (Executive Producer) has worked with Jerry Weintraub for more than 20 years and is currently the Vice President of Physical Production for Jerry Weintraub Productions.

Ekins most recently served as an executive producer on the upcoming feature "Nancy Drew," set for release on June 15 and starring Emma Roberts in the title role of the intrepid teen detective. She was also an executive producer on the hit remake of "Ocean's Eleven" and its sequel "Ocean's Twelve," both directed by Steven Soderbergh and featuring an all-star ensemble cast. Her credits as an executive producer also include the actioner "Soldier," starring Kurt Russell; "The Avengers," teaming Ralph Fiennes and Uma Thurman; and the comedy "Vegas Vacation," starring Chevy Chase.

Ekins began her association with Weintraub when she was hired to work on the first "Karate Kid" film. She earned her first producing credit as an associate producer on "The Karate Kid, Part II," and went on to work as an associate producer on "Pure Country," starring country legend George Strait; "The Next Karate Kid," starring a young Hilary Swank; and "The Specialist," starring Sylvester Stallone and Sharon Stone.

A native of Los Angeles, Ekins began her career working on "Tom Horn" and "The Hunter," both starring Steve McQueen in his last film roles.


GREGORY JACOBS (Executive Producer) has enjoyed a long association with Steven Soderbergh, encompassing a wide range of film projects. Jacobs most recently produced the director's drama "The Good German," starring George Clooney and Cate Blanchett. He also produced Soderbergh's murder mystery "Bubble," a small independent film featuring only non-actors, which premiered at the Venice Film Festival before being screened at the Toronto and New York Film Festivals; and "Equilibrium," the Soderbergh-directed segment of a trio of short films, released together as "Eros."

Jacobs previously executive produced "Solaris" and was a producer on "Full Frontal." In addition, he co-produced Soderbergh's "Ocean's Twelve," the sequel to the hit "Ocean's Eleven," on which Jacobs was the first assistant director. Jacobs has also worked alongside Soderbergh on the Academy Award-winning films "Traffic" and "Erin Brockovich," as well as "The Limey," "Out of Sight," "Underneath," and the 1993 film "King of the Hill," which marked their first collaboration.

In 2003, Jacobs made his directorial debut on "Criminal," starring John C. Reilly, Diego Luna and Maggie Gyllenhaal. He also produced and co-wrote the film, which screened at the Venice, Deauville and London Film Festivals. Jacobs also directed the horror thriller "Wind Chill," starring Emily Blunt, Ashton Holmes and Martin Donovan.

Jacobs started his career as a production assistant on John Sayles' "Matewan." He subsequently served as Sayles' second assistant director on "Eight Men Out" and "City of Hope." As an assistant director Jacobs has also worked with a number of other noted directors on such projects as Roland Joffe's "Goodbye Lover," Richard Linklater's "The Newton Boys," John Schlesinger's "Eye for an Eye," Hal Hartley's "Amateur," Jodie Foster's "Little Man Tate" and the Coen brothers' "Miller's Crossing."


FREDERIC W. BROST (Executive Producer) began his association with Steven Soderbergh in 1998 when he served as production manager on "Out of Sight." He went on to work with the director on the films "The Limey," "Erin Brockovich," "Traffic," "Ocean's Eleven" and "Ocean's Twelve," the last of which he also co-produced. He most recently served as an executive producer on Soderbergh's "The Good German."

A graduate of the DGA's Assistant Director Trainee program, Brost worked as an assistant director or production manager on numerous feature and television projects. He has also collaborated with some of the industry's most respected directors, including Robert Altman, Arthur Hiller, George Stevens, Mark Rydell, Mike Nichols, Richard Fleischer, Irvin Kershner and Daniel Petrie.

Leaving physical production, Brost became Vice President and executive production manager for Universal Pictures, overseeing all aspects of production on more than 100 motion pictures. Among the films he supervised were John Waters' "Cry Baby," Spike Lee's "Do the Right Thing," Phil Alden Robinson's "Field of Dreams," Ron Howard's "Parenthood," Harold Becker's "Sea of Love" and Paul Mazursky's "Moon Over Parador."

In 1990, Brost returned to production, serving as line producer/production manager on such films as "Gigli," "Zeus & Roxanne," "Getting Away with Murder," "Gordy," "The Sandlot," "Encino Man" and "Sweet Poison."


BRUCE BERMAN (Executive Producer) is Chairman and CEO of Village Roadshow Pictures. The company will co-produce 60 theatrical features in a joint partnership with Warner Bros. through 2007, with all films distributed worldwide by Warner Bros. Pictures and in select territories by Village Roadshow Pictures.

The initial slate of films produced under the pact included such hits as "Practical Magic," starring Sandra Bullock and Nicole Kidman; "Analyze This," teaming Robert De Niro and Billy Crystal; "The Matrix," starring Keanu Reeves and Laurence Fishburne; "Three Kings," starring George Clooney; "Space Cowboys," directed by and starring Clint Eastwood; and "Miss Congeniality," starring Sandra Bullock and Benjamin Bratt.

Under the Village Roadshow Pictures banner, Berman has subsequently executive produced such wide-ranging successes as "Training Day," for which Denzel Washington won an Academy Award; "Ocean's Eleven," starring George Clooney, Brad Pitt and Julia Roberts; its sequel "Ocean's Twelve"; "Two Weeks' Notice," pairing Sandra Bullock and Hugh Grant; "Mystic River," starring Sean Penn and Tim Robbins in Oscar-winning performances; the second and third installments of "The Matrix" trilogy, "The Matrix Reloaded" and "The Matrix Revolutions"; Tim Burton's "Charlie and the Chocolate Factory," starring Johnny Depp; the Oscar-winning animated comedy adventure "Happy Feet"; and the romantic comedy "Music and Lyrics," pairing Hugh Grant and Drew Barrymore.

Village Roadshow's upcoming projects include the comedy "License to Wed," starring Robin Williams, Mandy Moore and John Krasinski; the psychological thriller "The Brave One," directed by Neil Jordan and starring Jodie Foster; the sci-fi action thriller "I Am Legend," starring Will Smith; and the comedy "Get Smart," starring Steve Carell.

Berman got his start in the motion picture business working with Jack Valenti at the MPAA while attending Georgetown Law School in Washington, DC. After earning his law degree, he landed a job at Casablanca Films in 1978. Moving to Universal, he worked his way up to a production Vice President in 1982.

In 1984, Berman joined Warner Bros. as a production Vice President, and was promoted to Senior Vice President of Production four years later. He was appointed President of Theatrical Production in September 1989, and, in 1991, was named President of Worldwide Theatrical Production, where he served through May 1996. Under his aegis, Warner Bros. Pictures produced and distributed such films as "Presumed Innocent," "GoodFellas," "Robin Hood: Prince of Thieves," the Oscar-winning Best Picture "Driving Miss Daisy," "Batman Forever," "Under Siege," "Malcolm X," "The Bodyguard," "JFK," "The Fugitive," "Dave," "Disclosure," "The Pelican Brief," "Outbreak," "The Client," "A Time to Kill" and "Twister."

In May of 1996, Berman started Plan B Entertainment, an independent motion picture company at Warner Bros. Pictures. He was named Chairman and CEO of Village Roadshow Pictures in February 1998.


PHILIP MESSINA (Production Designer) reunited with Steven Soderbergh on "Ocean's Thirteen," which marked their ninth film collaboration. Messina has also been the director's production designer of choice on the films "The Good German," "Ocean's Twelve," "Eros," "Solaris," "Ocean's Eleven," "Traffic" and "Erin Brockovich." They began their association on Soderbergh's "Out of Sight," on which Messina served as the art director.

Messina was also the production designer on Curtis Hanson's acclaimed drama "8 Mile," starring Eminem, and on Gregory Jacob's directorial debut, "Criminal."

Born and raised in Lawrence, Massachusetts, Messina graduated from Cornell University with a degree in architecture. His initial foray into films was as a set designer on "Mermaids," "School Ties" and "HouseSitter," which were all filmed in the Boston area. Relocating to Los Angeles, he went on to serve as the art director on such films as "Hard Target," "The Neon Bible," "Reckless," "The Associate," "Trial & Error" and "The Sixth Sense." For television, Messina was the production designer on the series "Freaks and Geeks."

Messina is married to set decorator Kristen Toscano Messina, with whom he frequently collaborates.


STEPHEN MIRRIONE (Editor) won an Academy Award for Best Editing for the ensemble drama "Traffic," which marked his first collaboration with Steven Soderbergh. Mirrione also received award nominations from BAFTA and the American Cinema Editors for his work on "Traffic." He went on to team with Soderbergh as editor of "Ocean's Eleven" and "Ocean's Twelve."

More recently, Mirrione earned his second Academy Award nomination for Alejandro Gonzalez Inarritu's "Babel." His work on "Babel" also brought him the Vulcain Artist-Technician Grand Prize at the 2006 Cannes Film Festival and an Eddie for Best Edited Dramatic Feature from the American Cinema Editors. He had earlier edited Gonzalez Inarritu's critically acclaimed drama "21 Grams," for which he gained another Best Editing nomination from BAFTA.

Mirrione edited George Clooney's directorial debut feature, "Confessions of a Dangerous Mind," and went on to edit Clooney's acclaimed historical drama "Good Night, and Good Luck.," for which he garnered both Eddie and BAFTA Award nominations. His other film editing credits include Gregory Jacobs' "Criminal"; Jill Sprecher's "Clockwatchers" and "Thirteen Conversations About One Thing"; and Doug Liman's "Swingers" and "Go."

Mirrione is currently editing "Leatherheads," a romantic comedy set in the world of 1920s football, directed by George Clooney.


LOUISE FROGLEY (Costume Designer) most recently designed the costumes for Steven Soderbergh's "The Good German." She had previously worked with Soderbergh on "The Limey" and "Traffic," earning a Costume Designers Guild Award nomination for Excellence in Costume Design for a Contemporary Film for the latter.

Last year, Frogley was again honored by her peers with dual Costume Designers Guild Award nominations. She received one for Excellence in Costume Design for a Period Film for "Good Night, and Good Luck.," directed by and starring George Clooney, and another in the Contemporary Film category for her costume designs in Stephen Gaghan's "Syriana," also starring Clooney.

She is currently collaborating with both Soderbergh and Clooney on two very different upcoming films. She is designing the costumes for Clooney's period romantic comedy "Leatherheads," and for Soderbergh's biographical drama about Ernesto Che Guevara, entitled "Guerilla."

Frogley began her career in London and Paris as a costume designer/set decorator for various commercial companies, including RSA--a group of young directors that included brothers Ridley and Tony Scott and Hugh Hudson. Her first movie assignment was as the assistant costume designer on Hudson's Academy Award-winning drama "Chariots of Fire." Frogley has since designed costumes for more than 30 features, including Neil Jordan's "Mona Lisa"; Ron Shelton's "Bull Durham"; "Executive Decision"; "U.S. Marshals"; "Spy Game" and "Man on Fire" for director Tony Scott; and Francis Lawrence's "Constantine."


DAVID HOLMES (Composer) counts "Ocean's Thirteen" as his fourth film project with Steven Soderbergh. He first collaborated with the director as the composer on the hit romantic comedy/drama "Out of Sight." Holmes has since composed the scores for both "Ocean's Eleven" and "Ocean's Twelve."

Prior to becoming a film composer, Holmes worked on television soundtracks. His music caught the ear of filmmaker Marc Evans, who invited him to score the feature "Resurrection Man," loosely based on a particularly dark period in Belfast's history. Holmes' subsequent motion picture credits include "Buffalo Soldiers," for which he was nominated for a British Independent Film Award; Michael Winterbottom's "Code 46," starring Tim Robbins and Samantha Morton; Bronwen Hughes' "Stander"; and the independent drama "The War Within."

Holmes is currently working on his latest solo CD. Selections of his music will also be heard in the new Michael Winterbottom film "A Mighty Heart."

Born and raised in Northern Ireland, Holmes began his music career as a DJ in a Belfast club at the age of 15. His first U.K album, "This Film's Crap Let's Slash the Seats," received critical acclaim. His American album debut, "Let's Get Killed," landed in the Top 20 on the College Music Journal (CMJ) and placed number one on CMJ's DJ/Electronic charts. Holmes' third album, "Bow Down to the Exit Sign," was developed alongside a feature film script entitled "Living Room," a unique integration of music, image and story.

Holmes' eclectic approach has lent itself to a string of other projects, including his own "Essential Mix" album for London Records, in addition to work as a producer for Primal Scream, John Spencer Blues Explosion and Martina Topley Bird. Recently, Holmes partnered with Steve Hilton to form The Free Association. The band released their first album, "David Holmes Presents The Free Association," in 2006.

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Film Entertainment Magazine

"Ocean's Thirteen" DVD (2007)

Starring: George Clooney, Brad Pitt Director: Steven Soderbergh

Plot Outline Danny Ocean (George Clooney) and circles up the boys for a third a heist, after casino owner Willy Bank (Al Pacino) double-crosses one of the original eleven, Reuben Tishkoff (Elliott Gould).

"Ocean's Twelve" DVD (2004)

Starring: Brad Pitt, Catherine Zeta-Jones Director: Steven Soderbergh

• Plot Outline Daniel Ocean recruits one more team member so he can pull off three major European heists in this sequel to Ocean's 11.
• Plot Synopsis: Set three years after "Ocean's 11," this sequel shows us Danny Ocean gathering up his complete gang of con artists and thieves from the first film in New York City before they all jet off to Amsterdam, Rome, and Paris to pull off three seperate heists. All the while, the boys must deal with increasing pressure from a very mad Terry Benedict, a dedicated Europol agent with a link to Rusty's past, and a mysterious French rival known as the "Night Fox." Will Ocean's crew reach their f

• Number of discs: 1
• Rating PG-13
• Studio: Warner Home Video
• DVD Release Date: April 12, 2005
• Run Time: 125 minutesull potential and become the greatest thieves the world has ever known, or will they fall victim to Benedict's revenge? All bets are off.

"Ocean's Eleven" DVD (2001)

Starring: George Clooney, Cecelia Ann Birt Director: Steven Soderbergh

Available in Widescreen, Full Screen and Limited Edition Collector's Set.

• Plot Outline Danny Ocean and his ten accomplices plan to rob three Las Vegas casinos simultaneously.
• Plot Synopsis: A gangster by the name of Danny Ocean (George Clooney) rounds up a gang of associates to stage heists of three major Las Vegas casino's (Bellagio, The Mirage, and the MGM Grand) simultaneously during a popular boxing event.

• Number of discs: 1
• Rating
• Studio: Warner Home Video
• DVD Release Date: May 7, 2002
• Run Time: 117 minutes