Brad Pitt, George Clooney, Julia Roberts, Matt Damon, Bernie Mac, Catherine Zeta Jones, Don Cheadle and their sundry co-stars appear quite pleased with themselves in Steven Soderbergh's “Ocean's Twelve,” and why not? Being Brad Pitt, George Clooney, Julia Roberts, Matt Damon, Bernie Mac, Catherine Zeta Jones, Don Cheadle or even Scott “Nepotism Now!” Caan must be a pretty cool way to go through life, most of the time. So, thank you, gentle celebrity superbeings, for inviting us to the party.

Actually, think of “Ocean's Twelve” more as a semi-private fund-raising event. You can see it in the faces of the actors — half-focused, self-amused — like they don't particularly hate being here but aren't about to take this trifling caper-movie sequel too seriously, either. And then you realize that the real party is later, somewhere else, and you're not invited. Sure, everything looks and sounds glamorous and wonderful, but the substance is scant, and nothing these people are saying or doing is as interesting as, say, the impeccable cut of Pitt's Italian sport coat.

Nothing? Well, that might be a small overstatement, but the plotting and acting has turned decidedly flip since Soderbergh's “Ocean's Eleven” (2001), itself a remake of the 1960 Rat Pack classic with Frank Sinatra and Dean Martin. Like the first movie, “Ocean's Twelve” suffers no shortage of pleasant moments, but that's all it has. It's a medley of small pleasures, in lieu of any large one. For instance, there's the pleasant fact that most of the movie was shot, gorgeously, in Europe — which is where semi-retired criminal mastermind Danny Ocean (Clooney) and his 10 plucky cohorts have to go when casino magnate Terry Benedict (Andy Garcia) tracks them down and demands the millions of dollars they stole from him, with interest.

America is too “hot” for Ocean and his crew; consequently, they're reduced to cherry picking shut-in art collectors in Amsterdam. Spoiling the fun is tenacious “Europol” detective Isabel Lahiri (Catherine Zeta Jones), whose professional competitiveness is further inflamed by the fact that her former lover — Ocean's right-hand man Rusty (Pitt) — once ditched her in Rome.

Among the other pleasant diversions offered in “Ocean's Twelve”: French actor Vincent Cassel (“Brotherhood of the Wolf”) as Francois Toulour, aka the Nightfox, a spoiled and arrogant gentleman-thief who ratted out Ocean to soothe his own professional vanities. Determined to prove his superiority as a crook, Toulour challenges the Ocean gang to a heist-dual involving a Faberge Egg under maximum security lock-down in Rome.

Cassel pulls off a riotous caricature of European decadence as Toulour, a silk-wearing simp with a bevy of sports cars and a palazzo on Lake Como.
You also have to take pleasure from Soderbergh's marvelously elastic taste in music. When Benedict crashes a wedding party for one of the Mormon Malloy brothers, the track playing is none other than “Souls Along the Way,” written by Utah senator and noted songsmith Orrin Hatch. Other tracks are similarly custom-fitted: Marvin Gaye, Neil Diamond, Parisian cafe ditties, trip hop and on and on. It plays like the ultimate iPod mix.

Most of the best moments in “Ocean's Twelve” are ornamental. For instance, the way the characters throw around names for tried-and-true scams without elaborating on the details: the “Baby Jane,” the “Squeaky Wheel” and the “Soft Shoulder,” which apparently requires the use of a trained cat. There is pithy, apropos-of-nothing dialogue (my favorite line:

“It's like this kabbala crap doesn't even work!”) and bountiful pop culture references (a cell phone that rings the melody to “Pretty in Pink” by The Psychedelic Furs).

Right now, you're thinking: That's a lot of pleasure for a C+ sort of movie. True enough, but this apparent inconsistency can be explained by the movie's faults, which are gaping. For one, the emotion resonance is Botox-numb, particularly the romantic subplot between Pitt and Zeta Jones, which lacks even the vague poignance of Clooney's scenes with Roberts in the first movie (Danny and Robert's character, Tess, are married here).

The plotholes are copious and belittling; the plotting itself defuse and unsatisfying. The script, by George Nolfi (“Timeline”), lacks a true centerpiece heist sequence, which is supposed to be the whole point of this thing, right? Wrong. The point, as we come to understand it, is pure celebrity self-adoration, crystalized in the scene where one of the characters (we won't say who) is obliged to impersonate the very actor who is actually playing that character. So, to recap: a movie star playing a regular person who just happens to look like the movie star him or herself. Such a thing is beyond silly — it reveals a sort of carnival Fourth Wall laziness we haven't seen on a movie screen since “The Cannonball Run.” It's a wo