Danny Ocean recruits his old friend Rusty Ryan (Brad Pitt), and they pool a dream gang of criminals, each of whom has a special role. There is a computer expert, a destruction expert, a con man, a pickpocket etc.
When the plan is on move, Danny Ocean goes to the Bellagio. Benedict sees him and has him confined in storeroom to be tortured by the Bruiser. But, Bruiser his is friend and allows him to escape via a ventilation shaft to join his group in the vault. Linus pretends to be a gaming agent and informs Benedict that one of his workers is a former con. Linus and Frank stage fight in presence of Benedict so that Linus can steal codes to access the vault written on a paper inside Benedicts coat.
Yen joins the team in the casino vault to help in activating the explosives from the inside. Posing as rich arms dealer Saul sneaks explosives into the casino and then fakes a heart attack that is treated by Rusty pretending to be a doctor.
The group triggers a stolen device to briefly interrupt the casinos power system, allowing them to break the vault unnoticed. As Benedict tries to restore calmness resulting from the power outage, Rusty secretly calls him and informs him that the vaults is being robbed and that all the money will be damaged if he fails to cooperate in stocking some money into a car waiting outside . After observing video footage of the vault, he cooperates in loading the money but orders his team to follow the car after it leaves and calls security to safeguard the money left in the vault.
The men following the car find out that it is being remote controlled and instead of money its carrying flyers. Benedict realizes that the vault video footage he had been watching was pre-recorded and was pre-recorded. A flashback shows that Danny had used the vault replica to produce the false video Benedict had watched. The rest of the group posed as security officials and steal the money in the