Clooney, Pitt, Damon in Rat Pack Re-Make

NEW YORK, Dec. 6 (UPI) -- Superstars George Clooney, Brad Pitt, Matt Damon, Julia Roberts and Andy Garcia didn't hesitate when Oscar-winning director Steven Soderbergh asked if they were "in or out" of his re-make of the classic Rat Pack flick "Ocean's Eleven."

"Everybody wanted to work with Steven and everybody wanted to work with each other and it all came together and it all ended up great," said Jerry Weintraub, producer of the star-studded crime comedy.

"We had the best time ... at least I did and I've had a 44-year career. ... It was the most fun I've ever had on a picture," Weintraub added.

The veteran producer ("Nashville," "Diner") wasn't the only one who had a blast filming the movie about 11 assorted pros and cons who try to simultaneously steal $150 million from three Las Vegas casinos.

"You guys know me well enough now to know I am a method actor, so I spent, really, years training for the drinking and carousing that I had to do in this film and I was perfectly prepared for it when I got in there," said Clooney, former star of TV's "ER."

Roberts, who won an Academy Award for her performance in Soderbergh's "Erin Brockovich" earlier this year, also said there were a lot of good times, practical jokes and hijinks on the film's set.

"It was nice to be the only girl," said the "Pretty Woman" actress. "I thought it would be a more, kind of, queenly experience, like something that never happened in high school. But, it was more like high school."

Soderbergh said the chemistry among Frank Sinatra, Dean Martin, Peter Lawford, Joey Bishop, Sammy Davis, Jr., and Angie Dickinson in the 1960 original was what most appealed to him.

"The obvious camaraderie among the members of the Rat Pack, along with the premise and the title, that was what I though we should try to emulate, not in the literal sense, because those people were all entertainers in addition to being actors and that's a different kind of performer," Soderbergh said. "But their obvious generosity towards each other, I thought, is kind of infectious and so we tried to cast very carefully to make sure that that sense was there."

Asked how a director turns a re-make into something that is truly his, Soderbergh replied: "I think it's best when you come with a take on the material that top-to-bottom advises and re-imagines everything about the movie. It's sort of like Joe Cocker's version of 'With a Little Help from My

Friends.' Great original song, you think, 'A Beatles' song, you don't want to touch that.' [But Cocker's] version of it is amazing and completely different than the original song and I think that's the way you have to think."

As for the actors, they said they didn't even try to live up to the indelible impressions that screen legends Sinatra, Martin, Davis, Lawford and Bishop made in the original movie, explaining that they, too, tried to make the roles their own.

"That movie had so much of their charm," said Damon, an actor known for his intense love and encyclopedic knowledge of movies. "If you enjoyed [the original] movie, it was because it was fun to watch them being them and knowing that they had a fun time making it, but we needed more than that going into this one."

"I love those guys," Clooney exclaimed. "Those guys are heroes of mine ... they're just the funniest guys in the world and they were hysterically funny together. But, I'd sit and watch them just drink a beer. They're just the coolest guys ever. But we weren't trying to do that. When they first said, 'Hey, want to do "Ocean's Eleven"?' I was like, 'I don't know. I don't really want to get sort of caught in that.' But once we started the movie and it was such a great script, we never looked back at that. We never once said, 'This is sort of like Frank and Sammy and Dean ...' This was a whole movie unto itself. ... We're never going to be as cool as those guys. That's their thing, man. That's why that movie was successful because of that. Because the movie kind of works and it kind of doesn't. This movie, we have a better director and better writing. We just kind of went in and we just had a blast with great parts."

It's worth noting that Clooney signed on 24 hours after he was shown the film's script. He, like all of the highly paid actors, even took a pay cut to ensure the film would get made.

"You just want to work with the best directors you can. Period," Clooney said.

"He has a deep respect and appreciation for movies and a great story told well," Roberts added. "I have reckless abandon when it comes to my job and he has precision, which I think works really well together."

"Good Will Hunting" star Damon jumped in to say: "I want to look at movies that I did when I'm older and look back at all of the titles on a sheet of paper and be proud of them, and this was one of those movies where the script was really tight and structured really well and really well-written ... and that Steven Soderbergh was directing and it wasn't really rocket science, I don't think for any of us, to say: 'Let's be part of an ensemble. It's going to be a good movie, it's going to be fun it's going to be entertaining, it's going to be special. We're going to be proud of it when it's done.'"

Most members of the "Ocean's Eleven" cast have reputations for being fun and easy to work with. Asked how they managed to maintain those images, Garcia ("When a Man Loves a Woman," "Hero") wondered, "Why does [success] have to affect anything?"

"The fact that we happen to do something that is in the limelight? We are blessed to have an opportunity to do what we love to do. ... Because you're in films does not give you the permission to be an asshole. The most important thing in life is how you conduct yourself and that really is the legacy you want to leave behind for your children and your friends to outlive you to speak about you. That's ultimately what it's all about. Your work is secondary."

"Believe me, there are actors I won't work with by reputation," confided Soderbergh. "People talk and I do my homework and directors know not to lie to each other because if you do, you've just screwed somebody for a year and a half. ... I pick my cast very carefully."

In response to a question about how the film's actors, some of whom make as much as $20 million a movie, took a pay cut to appear in "Ocean's Eleven," Garcia had this to say:

"We get paid an extraordinary amount of money for something that we would do for free, and for us to take a pay cut is completely overblown. A pay cut for all of us is still an extraordinary amount of money, and we're blessed to have it and we're privileged to get paid that kind of money. People don't make that kind of money in an entire lifetime. Generations of families don't get to make that kind of money. We deserve zero credit for taking any kind of pay cut!"

"Ocean's Eleven" opens Friday.