Some things should’ve just been left alone. I will admit that even though I was one of many who were looking forward to the sequel about the band of thieves known as Ocean’s 11, this follow-up was quite the disappointment.

Ocean’s Twelve reunites the original cast members, plus one, to pull off more heists as their old foe, Terry Benedict (Garcia) has finally come around to collecting on his stolen fortunes via an anonymous tip. Benedict has hunted down every one of them and expects to be paid within two weeks of not only the sum of $160 million, but with interest as well. A majority of them don’t have enough money left to pay him off and since they can’t work in the U.S., they decide to take on robberies in Europe in order pay.

Now, here comes the trouble I had with the plot. Not only do they have Rusty’s old girlfriend Isabella (Zeta-Jones) -- an Interpol agent -- on their tail (she was investigating the casino robbery) but they also must face the person -- known as “The Night Fox” -- who ratted them out for a reason revealed later (it’s a simple and perhaps stupid one, but a reason none-the-less).

What should have and could have been a slick heist movie much like the original, turns into more of a reunion for a bunch of overpaid actors. For the first half or so, it wasn’t too bad. You get to see these characters reunite and talk over plans of what to do about the situation, but as the film drags on (and it certainly does), it more looks like this is a film THEY would enjoy or appreciate (like Paparazzi) rather than the audience. Toward the third act, a new wrinkle to the plot includes a cameo from Bruce Willis (playing himself) and Julia Roberts playing a cover.

But, even if I set aside an overly complicated plot, it still doesn’t help when you have so many characters who, in O11 had a particular skill, had really nothing to do other than gripe about the predicament they were in. I liked these characters, I really did, but this screenplay just was not good to them. It also didn’t help (or maybe it did in the end) that characters entered and exited scenes as in the case of Bernie Mac who disappears (with good reason) and doesn’t come back until the end.

I didn’t hate the movie too much, however. It had moments of some good chuckles sprinkled through some scenes and Matt Damon (whom I’ve grown to love with the Bourne movies) has a lot more to do this time around. As for the other stars: George Clooney was, well, George Clooney and not playing the cool Danny Ocean, ringleader; Brad Pitt once again has the little gimmick (that works somewhat) as his character always has some kind of food or drink in his hand for (just about) every scene; Bernie Mac, as I already discussed, doesn’t do much and isn’t around much either; Julia Roberts shows up at the beginning, disappears, then comes back for the third act; Don Cheadle (one of my favorite actors, apparently decided to lose his thick accent and decided to stick with a British one (although I think he may have used some of the terminology in one scene); and the others are just there for no real reason other than this is like a class reunion.

The addition of Catherine Zeta-Jones, a very beautiful woman, did not help things out either. I viewed her as yet another unnecessary hinderance to a plot that was already too full and needed some tightening up to create a coherant story. What happens instead is Zeta-Jones comes across as annoying and, as the love interest to Rusty, little chemistry with Brad Pitt.

As a fan of Ocean’s Eleven and all its coolness that director Steven Soderbergh filmed, O12 never gathered solid footing as scenes seemed disjointed (at best) and the jokes -- which did get a few chuckles from me and the audience -- come across as gimmicky rather than cool or slick (and some were more Hollywood in-jokes, another annoying aspect). Soderbergh’s direction itself was also, though good looking, flawed. Much like the characters became uninteresting, so did the scenery. Ocean’s Twelve was excessively long and overly (and seemingly) complicated for its own good. Add in pretentious star cameos (forgive me Mr. Willis) and what looks like a good ‘ol stars club mentality, this heist flick did not work. I hope one day I can watch it on DVD and enjoy it like its predecessor, as a crime-comedy that may be silly but (most importantly) fun. That’s all a film like this can ask for; this sequel, however, failed.

If you want to relive the good times, rent the original remake and skip this very average sequel that deserved to be better.