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The cast of Ocean's Eleven is a big reason the 2001 heist movie still holds up more than two decades later. George Clooney leads the crew as Danny Ocean, with Brad Pitt as Rusty Ryan, Matt Damon as Linus Caldwell, Bernie Mac as Frank Catton, Don Cheadle as Basher Tarr, and an ensemble packed with familiar faces.
Directed by Steven Soderbergh, Ocean's Eleven follows Danny as he puts together an 11-person crew to pull off an ambitious Las Vegas robbery. Their plan is to simultaneously rob the Bellagio, Mirage, and MGM Grand casinos, all controlled by casino owner Terry Benedict.
But remembering exactly who played whom in Ocean's Eleven can get confusing. There are 11 members of Danny's team alone, plus Julia Roberts as Tess Ocean, Andy Garcia as Terry Benedict, and a surprisingly long list of cameos.
Here's a quick look at the full Ocean's 11 cast before we break down each character and what they brought to the heist.
Ocean's 11 Cast at a Glance
| Actor | Character | Role |
|---|---|---|
| George Clooney | Danny Ocean | Mastermind and crew leader |
| Brad Pitt | Rusty Ryan | Danny's partner and right-hand man |
| Matt Damon | Linus Caldwell | Pickpocket |
| Bernie Mac | Frank Catton | Casino insider and con man |
| Elliott Gould | Reuben Tishkoff | Financier and casino expert |
| Casey Affleck | Virgil Malloy | Driver and mechanic |
| Scott Caan | Turk Malloy | Driver and mechanic |
| Eddie Jemison | Livingston Dell | Electronics and surveillance expert |
| Don Cheadle | Basher Tarr | Explosives expert |
| Shaobo Qin | The Amazing Yen | Acrobat |
| Carl Reiner | Saul Bloom | Veteran con man |
| Julia Roberts | Tess Ocean | Danny's estranged wife |
| Andy Garcia | Terry Benedict | Casino owner and Danny's target |
One important distinction: Julia Roberts and Andy Garcia are major members of the movie's cast, but they are not part of Ocean's 11-person heist crew.
So who are the actual eleven? Let's meet them.
George Clooney as Danny Ocean
George Clooney plays Danny Ocean, the charismatic mastermind behind the casino heist and the character who gives the movie its name.
When the movie begins, Danny has just been released from prison. He doesn't waste much time before getting back to work. His idea is considerably bigger than knocking over a single casino: he wants to steal approximately $150 million from a vault serving three Las Vegas casinos.
Danny isn't the explosives guy, the computer expert, or the acrobat. His specialty is putting the right people together and convincing them that his seemingly impossible plan can actually work.
There's also another motivation behind the robbery.
Terry Benedict isn't simply the casino owner Danny intends to rob. Benedict is dating Danny's estranged wife, Tess, making the job much more personal than Danny initially lets on.
Clooney's relaxed confidence is a perfect fit for the character. Even when the plan starts getting complicated, Danny usually behaves as though he's already several moves ahead of everyone else.
Brad Pitt as Rusty Ryan
Brad Pitt plays Rusty Ryan, Danny's longtime friend, partner, and second-in-command.
If Danny is the guy dreaming up the impossible plan, Rusty is the person helping figure out whether they can actually pull it off.
Rusty helps Danny recruit the crew and organize the operation. He's also one of the few people willing to challenge Danny, particularly after realizing Danny hasn't been completely honest about his personal connection to Terry Benedict.
The chemistry between George Clooney and Brad Pitt became one of the defining parts of the Ocean's movies. Danny and Rusty rarely need lengthy conversations to understand what the other is thinking, which makes them feel like two guys who were pulling cons together long before the audience met them.
And then there's Rusty's other memorable characteristic: the guy always seems to be eating something.
For all the big names in the Ocean's Eleven cast, Clooney and Pitt are the pairing that really holds Danny's crew together.
Matt Damon as Linus Caldwell
Matt Damon plays Linus Caldwell, a talented young pickpocket recruited into Danny Ocean's crew.
Linus comes from a family with a reputation in the criminal world, but he's determined to prove that he deserves recognition for his own abilities.
Danny and Rusty initially see Linus working a crowd and stealing wallets without being noticed. Those skills make him particularly useful for a heist where getting close to the right person can be just as important as cracking a safe.
Linus is also less experienced than many of the other members of Ocean's crew. That gives Matt Damon a slightly different role from Clooney and Pitt: Linus is talented, but he's still trying to prove that he belongs in the room with these guys.
His biggest opportunity comes when he's asked to get close to Terry Benedict himself.
Bernie Mac as Frank Catton
Bernie Mac plays Frank Catton, a casino insider and experienced con man.
Frank's knowledge of casino operations gives Danny's team something they desperately need: someone who understands the environment they're planning to rob from the inside.
As part of the plan, Frank takes a job as a blackjack dealer at one of Benedict's casinos. That puts him in exactly the right position when the crew needs to manipulate Linus into getting close to Benedict.
Bernie Mac doesn't have to dominate the movie to be memorable. His timing and personality make Frank stand out even in a cast filled with major Hollywood stars.
Elliott Gould as Reuben Tishkoff
Elliott Gould plays Reuben Tishkoff, a wealthy former casino owner with extensive knowledge of Las Vegas.
Reuben provides the money needed to get Danny's massive operation off the ground, but his importance goes beyond financing.
He knows casinos.
More importantly, he knows Terry Benedict.
Reuben has history with Benedict and understands just how dangerous it would be to rob him. He initially explains why attempting the job is practically suicidal before ultimately joining Danny's plan.
That combination of money, casino knowledge, and a personal reason to dislike Benedict makes Reuben an essential part of the crew.
Don Cheadle as Basher Tarr
Don Cheadle plays Basher Tarr, the explosives specialist on Danny Ocean's team.
When the crew needs someone who understands demolition and electrical systems, Basher is their guy. His technical expertise becomes especially important when the team has to deal with the enormous amount of security protecting Benedict's casino vault.
Basher is also responsible for one of the movie's most recognizable voices thanks to the character's distinctive Cockney accent.
Casey Affleck as Virgil Malloy
Casey Affleck plays Virgil Malloy, one half of the constantly bickering Malloy brothers.
Virgil and his brother Turk are mechanics, drivers, and general-purpose specialists who handle several of the practical pieces needed to make Danny's elaborate plan work.
They're skilled at what they do.
They're just not particularly good at doing it without arguing with each other.
Scott Caan as Turk Malloy
Scott Caan plays Turk Malloy, Virgil's brother and the other half of the Malloy team.
Turk and Virgil provide some of the movie's funniest moments because even in the middle of a multimillion-dollar casino robbery, the brothers can find something ridiculous to fight about.
Behind all the arguing, though, they're dependable members of Danny's crew who handle transportation and several important pieces of the operation.
Eddie Jemison as Livingston Dell
Eddie Jemison plays Livingston Dell, the crew's electronics and surveillance expert.
Livingston isn't the guy you want charming his way through a casino floor. He's much more comfortable surrounded by equipment.
His job is dealing with the cameras, electronics, communications, and security technology that stand between Danny's team and the casino vault.
For a robbery built around defeating one of the most heavily monitored locations in Las Vegas, Livingston's role is essential.
Shaobo Qin as The Amazing Yen
Shaobo Qin plays The Amazing Yen, the team's acrobat.
Yen's extraordinary flexibility and acrobatic ability allow the crew to attempt something none of the other ten members could accomplish. His small size lets him hide inside equipment and maneuver through extremely tight spaces during the vault operation.
An interesting piece of casting is that Qin was actually a professional acrobat and member of the Peking Acrobats before appearing in Ocean's Eleven.
Carl Reiner as Saul Bloom
Carl Reiner plays Saul Bloom, a veteran con artist who initially seems more interested in retirement than another dangerous job.
Danny's crew needs Saul because he can convincingly become someone else.
For the heist, Saul assumes the identity of a wealthy European businessman and uses the character to get access to areas of Benedict's casino that would otherwise be difficult for the crew to reach.
Reiner's performance also gives the crew another dimension. While Linus is the talented newcomer trying to establish himself, Saul is the old pro who has seemingly seen every con before.
Julia Roberts as Tess Ocean
Julia Roberts plays Tess Ocean, Danny's estranged wife.
Tess is not one of the eleven members of Danny's robbery crew, but she's central to the story because she's dating the man Danny intends to rob: Terry Benedict.
That creates the question hanging over Danny's entire plan.
Is he really stealing Benedict's money, or is he trying to steal Tess back?
Rusty certainly has his suspicions.
Tess also prevents Ocean's Eleven from being nothing more than an elaborate puzzle about breaking into a casino vault. Danny may have assembled the crew to steal millions of dollars, but his relationship with Tess gives him something personal to lose.
Andy Garcia as Terry Benedict
Andy Garcia plays Terry Benedict, the polished and intimidating casino owner targeted by Danny Ocean.
Benedict controls the Bellagio, Mirage, and MGM Grand casinos, whose money is held in the vault Danny's team plans to rob.
He's also dating Tess.
Benedict isn't portrayed as an oblivious villain waiting for Danny to outsmart him. He's careful, powerful, and obsessive about knowing what happens inside his casinos. That makes getting past his security operation one of the biggest challenges facing the crew.
Andy Garcia plays Benedict with the same controlled confidence Clooney brings to Danny, which helps make their conflict work. Neither man needs to shout to make it clear that he believes he's in control.
And for Danny, beating Benedict means potentially walking away with two things Benedict values very highly: his money and Tess.
Ocean's Eleven Supporting Cast and Cameos
The main Ocean's Eleven cast is already stacked, but the movie also includes a surprising number of recognizable cameos.
Several celebrities appear as themselves, particularly during scenes designed to establish Rusty's life in Hollywood and the spectacle surrounding Las Vegas.
Among the recognizable appearances are:
- Topher Grace as himself
- Joshua Jackson as himself
- Holly Marie Combs as herself
- Barry Watson as himself
- Shane West as himself
- Wayne Newton as himself
- Siegfried and Roy as themselves
- Lennox Lewis as himself
- Wladimir Klitschko as himself
- Angie Dickinson as herself
- Henry Silva as himself
The celebrity poker scene is particularly memorable because Rusty is teaching a group of young Hollywood actors how to play poker while quietly demonstrating that he understands the game much better than any of them.
There are also a couple of fun behind-the-scenes cameos.
Producer Jerry Weintraub appears as a high roller, while director Steven Soderbergh makes a small appearance during the movie as well.
These appearances aren't essential to understanding the heist, but they're part of what gives Ocean's Eleven its very early-2000s Hollywood personality.
Who Are the 11 Members of Ocean's Eleven?
The 11 members of Danny Ocean's crew in the 2001 movie Ocean's Eleven are:
- Danny Ocean — George Clooney
- Rusty Ryan — Brad Pitt
- Linus Caldwell — Matt Damon
- Frank Catton — Bernie Mac
- Reuben Tishkoff — Elliott Gould
- Virgil Malloy — Casey Affleck
- Turk Malloy — Scott Caan
- Livingston Dell — Eddie Jemison
- Basher Tarr — Don Cheadle
- The Amazing Yen — Shaobo Qin
- Saul Bloom — Carl Reiner
That's the answer to one of the easiest questions to get confused about when looking at an Ocean's Eleven cast list.
Tess Ocean and Terry Benedict are not members of the eleven.
The title refers specifically to Danny Ocean and the ten specialists he assembles to carry out the casino heist.
Is Ocean's Eleven a Remake?
Yes. The 2001 Ocean's Eleven is a remake of the 1960 movie Ocean's 11 starring Frank Sinatra.
The original featured members of the Rat Pack, including Sinatra, Dean Martin, Sammy Davis Jr., Peter Lawford, and Joey Bishop.
Steven Soderbergh's version keeps the basic idea of Danny Ocean assembling a team for a Las Vegas robbery but tells the story with a new cast, characters, casinos, and heist.
That distinction also explains why searches for the cast of Ocean's 11 can occasionally produce actors from two completely different generations.
If you're looking for George Clooney, Brad Pitt, Matt Damon, Julia Roberts, and Andy Garcia, you're looking for the 2001 Ocean's Eleven cast.
Frequently Asked Questions About the Ocean's 11 Cast
Who plays Danny Ocean in Ocean's Eleven?
George Clooney plays Danny Ocean in the 2001 version of Ocean's Eleven. Danny is the mastermind who assembles the 11-person crew and develops the plan to rob three Las Vegas casinos.
Who plays Rusty in Ocean's 11?
Brad Pitt plays Rusty Ryan, Danny Ocean's longtime friend and right-hand man. Rusty helps recruit the crew and coordinate the casino heist.
Who does Matt Damon play in Ocean's Eleven?
Matt Damon plays Linus Caldwell, a talented young pickpocket recruited by Danny and Rusty. Linus is eager to prove that he deserves a place among the more experienced members of the crew.
Who plays Basher in Ocean's 11?
Don Cheadle plays Basher Tarr, the crew's explosives expert. Basher handles some of the technical challenges involved in defeating the casino's security systems.
Who plays Tess in Ocean's Eleven?
Julia Roberts plays Tess Ocean, Danny Ocean's estranged wife. During the movie, Tess is in a relationship with casino owner Terry Benedict.
Who plays Terry Benedict?
Andy Garcia plays Terry Benedict, the owner of the casinos targeted by Danny's crew and the man dating Danny's estranged wife, Tess.
Is Julia Roberts one of Ocean's Eleven?
No. Julia Roberts is a major member of the Ocean's Eleven cast, but Tess Ocean is not part of Danny's 11-person heist crew.
Is Andy Garcia one of the 11?
No. Andy Garcia plays Terry Benedict, the casino owner Danny Ocean and his crew are attempting to rob.
Are Casey Affleck and Scott Caan brothers in Ocean's Eleven?
Their characters are. Casey Affleck plays Virgil Malloy and Scott Caan plays Turk Malloy, brothers who work together as drivers and mechanics for Danny's crew. The actors themselves are not brothers.
Who is the Chinese acrobat in Ocean's Eleven?
Shaobo Qin plays The Amazing Yen, the acrobat recruited for Danny's crew. Yen's flexibility and acrobatic skills are critical to the team's plan for accessing the casino vault.
Why the Ocean's Eleven Cast Still Works
Plenty of heist movies have complicated plans. What makes Ocean's Eleven so rewatchable is the group of people carrying one out.
George Clooney and Brad Pitt give the movie its effortless cool. Matt Damon plays the young guy trying to prove himself. Bernie Mac, Don Cheadle, Carl Reiner, Elliott Gould, Casey Affleck, Scott Caan, Eddie Jemison, and Shaobo Qin each bring something different to Danny's crew.
Then you add Julia Roberts and Andy Garcia to the other side of Danny's plan.
It's an absurd amount of talent for one movie.
And somehow, instead of feeling overcrowded, Ocean's Eleven makes almost every member of the crew feel like they have a job to do.
More than 20 years after Danny Ocean put his team together, that's probably the biggest reason this particular crew is still so much fun to watch.
More Movie and TV Cast Guides
Enjoy putting names to familiar faces? Explore these other cast guides:
- Night at the Museum cast — actors, characters, and the sequels.
- Burn Notice cast — meet the team behind another story built around clever plans and undercover work.
- Lonely Planet movie cast — explore the actors in the Netflix romance.
