When Christmas rolled around two years ago, I found, to my delight, Brad Pitt, George Clooney and Matt Damon stashed under the tree. Don’t be jealous, ladies. What I mean to say is Santa brought me Ocean’s Eleven, the ultimate in fluid, fun and feisty caper flicks.

To its credit, Twelve is not simply a carbon copy of Eleven; the new one is a little more layered and complex, with a story that, at times, borders on implausible and utterly perplexing. And though the sequel ultimately falls just short of Eleven’s high precedent, it’s still as much fun as any movie that hit theaters this year.

Danny Ocean (Clooney) is at it again, casing banks and jewelry stores for his next big score. Only now that he’s married and celebrating his second three-year anniversary with ex-ex-wife Tess (Julia Roberts), he can’t so much as cheat on poker without her chiding him for trying to get “back in the game.”

A mysterious source tips off casino kingpin Terry Benedict (Andy Garcia) as to the whereabouts of the retired mastermind and his old partners in crime. Ocean, who now poses as a retired high school basketball coach named Miguel Diaz, must scramble to concoct a plan to score enough loot to pay off their $196 million debt.

Because the whole crew became infamous in the States after their legendary Bellagio heist a few years ago, they decide to make the dough in Europe, beginning with a job to nab an artifact worth a measly $2.5 million. Unfortunately for Ocean’s boys, Europe is not the most hospitable locale for a band of Yankee thieves.

Isabel Lahiri (Zeta-Jones) is one of the leading experts on foiling filchers. She works for Europol and just happens to be an old flame of Rusty’s (Pitt), so she doubly wants to thwart their dastardly plans. And let’s not forget Fran?ois Toulour (Vincent Cassel, The Reckoning), a.k.a. the Night Fox, renowned across Europe as the world’s most spectacular thief, who now feels threatened by the emergence of such worthy competition.

Twelve’s biggest failing is its lack of focus. We have three different adversaries of varying viciousness: a cop, a casino owner and a fellow bandit. And we’re never really sure until the film is through which of the several heists is going to be “the big one” – the one to equal Eleven’s casino job .

And though it’s lovely to have more than a dozen movie stars who usually make $20 million dollars per picture collaborate for less money to make one gargantuan movie, there were times when the screen could not support so many stars. Do the celebrity math: the original 11 crooks + Julia Roberts (Tess’ coerced assistance on the caper makes her Ocean’s twelfth) + Catherine Zeta-Jones + Andy Garcia + Cassel (not a huge star, but he eats up plenty of screen time as the film’s chief villain) + a number of celebrity cameos including Topher Grace, Bruce Willis and Albert Finney. Even with a runtime of two hours and 10 minutes, the film felt more like a constant parade of stars than an attempt to really flesh out characters. Bernie Mac fans should know going in that he’s in perhaps two minutes of this film.

But these are small quibbles. Like a smudge on one of the Van Gogh paintings Ocean steals, a tiny imperfection doesn’t take away from the film’s overall brilliance. Twelve is funnier and hipper than the original, only lacking in the storytelling department. Damon’s Linus, the grifter-in-training, emerges as the most intriguing character in the film with a terrific resolution to his storyline. And even more so than the last film, Casey Affleck and Scott Caan steal the show as the bickering Malloy brothers. Each really knows how to get under the other’s skin.

Soderbergh and Nolfi take some huge risks with Charlie Kaufman-esque story elements, which I will not ruin here. The result is a witty flick that charms the audience with more movie magic than Harry Houdini on steroids.