“They’re back. Yes, all of them,” reads the tagline for Ocean’s Twelve.

That’s not exactly false advertising, but it’s a very sad narrative bait-and-switch for a movie that benches almost half of its major players for the brunt of the film’s running time.

It’s a far cry from the 2001 remake of the original Rat Pack film, a brilliant, breezy heist picture that film schools should peg as the perfect example of smart, fun entertainment. One of Twelve’s major problems is that, quite frankly, there isn’t much heisting to be found, leading to less heightened anxiety of just how the group will make it through.

It also lacks the careful focus that director Steven Soderbergh placed on each man’s strength in the original con, which involved a seemingly impossible swipe of millions from three casinos.

Leading that attack was debonair thief Danny Ocean (George Clooney), who led a 10-man crew in taking away evil casino boss Terry Benedict’s (Andy Garcia, in a glorified cameo) money and winning back ex-wife Tess (Julia Roberts), whom Benedict had taken as a lover.

The film begins as Benedict catches up to the couple, who, like the rest of the crew, are wiling away the days with their share of the $100-million plus riches. Though Benedict recovered his money through insurance, tracking down every thief is a matter of pride. He offers them one shot to keep from being killed — giving them two weeks to pay back the money, plus interest.

Led up by point man Rusty Ryan (Brad Pitt), the crew heads to Amsterdam, where paying off their debt through theft grows complicated.

It seems that master thief Night Fox (Vincent Cassel) has shattered the rules of thief chivalry by ratting them out to Benedict and has challenged Danny to see who is the better burglar. And Rusty’s ex-girlfriend, Isabel (Catherine Zeta-Jones), happens to be a cunning investigator of international theft who is hot on the team’s trail.

The familiar laidback, finger-snapping style shows up early, flashing back to Rusty and Isabel’s comic breakup before showing how the team is spending (or not spending) their money. Savor that, because it’s about the only showcase Twelve offers up for any of its non-marquee names.

Of them, the film only seems to have prolonged use only for Don Cheadle and Scott Caan. Because Bernie Mac had Mr. 3000 to shoot, his role is to leave footprints at one job and get thrown in the clink. And Carl Reiner, so fragile and funny before, sits out in protest until showing up at an opportune moment.

He joins up at what is easily the low point in Ocean’s Twelve, a lazy subplot serving only to stroke the ego of one of its biggest stars. It’s both the last person in the cast who needs validation and the first who would plea for it. At least its badness as an idea bears itself out in the story and leads to a humorous, unexpected star cameo.

As Danny and Tess’ relationship was to Eleven, Rusty and Isabel’s is to Twelve. The concept of theft as seduction isn’t as nicely interwoven here, but Pitt and Zeta-Jones have a classic chemistry — one that generates comedic gold even out of the opening and shutting of a door. It’s a pity to see Zeta-Jones’ direct, strong Isabel crumble in a cornball conclusion to her story.

And after the terse, tough Jason Bourne, Matt Damon delightfully revisits geek go-getter Linus Caldwell, anxious to play a lead role in the con and clueless when circumstance places him in one.

With such a charismatic cast, it’s impossible for Ocean’s Twelve to be an awful bore. But it’s an underwhelming case of six of stars, half-a-dozen of the other that doesn’t let everyone, including the audience, in on the fun.