Almost everyone knows the original “Oceans 11,” but almost no one remembers much about it except that Frank, Dean, Sammy, Peter, and Joey had some plan to knock over casinos in Las Vegas and that they had more fun making it than anyone had watching it.

This loose remake kicks it up several notches with enough genuine Hollywood star power to light all the neon signs in Nevada. George Clooney plays Sinatra’s part, Danny Ocean, this time just out of prison (in the tux he was wearing when he went in) with an idea about robbing three casinos of $150 million. The only problem is that the vault that holds all of their cash is “a security system that rivals that of most nuclear silos.” But Danny figures if he can get a good team together and a bankroll for some equipment, he can make it work.

So this is one of those movies in which we spend 40 minutes meeting the cast, 20 minutes setting up the robbery, and 40 minutes breaking into the vault, “Mission Impossible”-style. It’s done with a lot of panache and is good old-fashioned, Hollywood heist film fun.

Part of the pleasure of the film is its low-key style. The echo of the Rat Pack version is the way that everyone on screen has enough confidence to pull back a little and underplay the scenes to create a kind of intimacy. We feel that we’re listening in on real conversations, and find ourselves leaning forward as though each of us is in on the deal with them.

One problem, though, is that there are just too many goodies on screen. It’s hard for us to adjust our expectations for star turns by the high-wattage cast. There are so many stars that we don’t get to spend enough time with any of them. Matt Damon’s role is criminally under-written (just think of him as “the kid”) and we want to know more about Cheadle’s cockney demolition expert, the bickering brothers played by Scott Caan and Casey Affleck, Garcia’s casino owner, and especially about Tess (Julia Roberts), formerly married to Ocean, and now involved with Garcia’s character. Old-timers Elliott Gould and Carl Reiner are magnificent in small roles, and a couple of young TV stars drop by for a slyly hilarious cameo.

It is fitting that in a heist movie someone could steal the show, and in this movie it is Brad Pitt in a walk. I give Pitt a lot of credit for wanting to show off his considerable acting chops by staying away from glamour roles and often working against his natural appeal. His performance in “12 Monkeys” was as good as any Oscar-winner on his best night. But here he just relaxes and shows us that he can turn in a performance of effortless charm, subtle and witty, completely in service to the character and the movie and yet completely movie star mesmerizing, the most appealing he has been since his breakthrough performance in “Thelma and Louise.”

Parents should know that the movie has some strong language and some violence (no one hurt). The main characters are thieves, con men, and just plain crooks, and we are expected to be on their side.

Families who see this movie should talk about why heist films are perennially popular. How do the writer and director make us root for the crooks? What is it that we enjoy so much about seeing a robbery? Is it the fantasy of instant millions? The fun of seeing how they solve the unsolvable logistical problems? Watching them respond on the spot to the unexpected? Which character did you like the most? Why?

Families who enjoy this movie will also enjoy other heist films like “Topkapi” and “The Lavender Hill Mob.”

This movie about the real-life integration of a Virginia high school football teem teeters on the brink of cliche and stereotype but manages to come down on the side of archetype, thanks to a sure script, solid direction, and another sensational performance by Denzel Washington.

It was not until 1971, seventeen years after the Brown v. Board of Education decision, that black students came to T.C. Williams High School in Alexandria Virginia. Every other team in that football-loving district was still segregated. But the white T.C. Williams players were confronted with not only a whole new set of black players, but a black coach, Herman Boone (Washington). In a matter of a few weeks, Boone has to make them into a team — and it has to be a winning team, because the school board is looking for any reason to fire him so they can reinstate Coach Yoast (Will Patton), now demoted to assistant.

This is the kind of movie that begins with all the characters attending a funeral under a bright autumn sun and then takes us back to where it all began. This is the kind of movie in which people say things like, “Is this even about football anymore or is it just about you?” and where the supreme bonding moment is when everyone sings Motown songs together. In other words, no surprises here. If everyone hadn’t achieved a sense of brotherhood that transcended race and it hadn’t all turned out pretty well, Disney would not have made a movie about it. But that just leaves us free to enjoy the movie’s appealing characters and special moments. And that’s all right. There is a reason for the classic structure of the sports movie — we like to watch raw recruits learn honor and loyalty out there on the field when it’s done right, and here it is done very nicely.

Washington is, as ever, that rarest of pleasures, equally an actor and a movie star. His power to mesmerize and inspire as a performer works perfectly with his role as a coach who can capture the attention and loyalty of these teen-age boys. Boone is so secure in himself that he can devote all of his energy to the team, so he inspires them by example.

Boone loves football because the football field is the one place where only what is inside the players matters — talent, loyalty, hard work, integrity. He is a man who has faced racism with dignity and self-confidence, not bitterness. He also loves football because it provides a constructive outlet for his emotions. He tells the team that football is “about controlling that anger, harnessing that aggression to achieve perfection.”

Boone takes the boys to a college near Gettysburg for training. It is impossible to say which is the tougher workout for the team — the physical challenges of drills and practices or the emotional challenge of overcoming a lifetime of anger and prejudice. He takes them to the Gettysburg battlefield and tells them that “Fifty thousand men died on this same field fighting the same battle we are still fighting today…If we don’t come together right now on this hallowed ground, we too will be destroyed.”

But there is another battlefield waiting for them when they get back to school. The team has a number of tough moments on and off the field. So do the coaches. As Boone reminds them, in mythology the titans were even greater than the gods. Like all great coaches, Boone and Yoast teach the team that they have it within themselves to be great as well. And they realize that they get as much from the boys as the boys get from them.

Parents should know that the movie includes racist comments and situations and some locker room insults. A major character is critically injured in a car accident. When the boys refer to a long-haired teammate as a “fruitcake,” he responds by kissing one of them on the mouth. There are some scuffles and threats of more serious violence.

Families who see this movie should talk about the arguments Boone and Yoast have about how to motivate the team. Yoast thinks that Boone is too tough. Boone thinks that Yoast is more protective of the black players than the white players. Ask family members who inspired them to do their best, and how they did it. Notice that Boone may criticize a player’s performance on the field in front of the others, but that he never lets the team know that he is helping one member with his schoolwork. Talk about the way that the boys show respect and affection by insulting each other.

Families might also want to talk about Yoast’s willingness to stay on as assistant coach, despite the blow to his pride, and about why he relinquishes his chance to be in the Hall of Fame.

Parents may want to share their recollections of the civil rights era in light of the players’ experience in not being allowed to eat at a restaurant. The movie focuses on racism, but it also deals with other kinds of prejudice. See if the kids in the family notice the prejudice against the boy with long hair or Boone’s patronizing attitude toward Yoast’s football-loving daughter.

Families who enjoy this movie will enjoy “Brian’s Song,” the true (and very sad) story of the first racially mixed roommates in the NFL, Gale Sayers and Brian Piccolo.

Who imagined that one of the best comic actors of the 21st century would be…Robert DeNiro? The brilliant timing and utter fearlessness when it comes to looking goofy that DeNiro showed in “Analyze This” and “Meet the Parents” gets kicked up a notch higher for inspired silliness in this knowing but affectionate parody of buddy cop films.

DeNiro plays Mitch, a (what else) tough, seen-it-all police detective who just wants to everyone to stay out his way so he can do his job. Eddie Murphy is Trey, a cop who wants to be an actor. Both end up in a new “reality TV” series produced by Chase (Rene Russo) called “Showtime.” As Mitch and Trey try to track down a gun dealer, cameras and a satellite uplink follow them everywhere they go.

The movie tries to have it both ways but succeeds best as satire, with some very funny digs at cop shows, reality and otherwise. William Shatner contributes a hilarious performance that plays with his own image as the former star of “T. J. Hooker,” now directing Mitch and Trey in such time-honored TV cop essentials as jumping on the hood of a car and raising one eyebrow very slightly to indicate that an important statement is about to be made. Johnny Cochran makes a brief but very funny appearance, showing that he is a far better performer than the guy who parodied him on “Seinfeld.” Chase and her assistant redecorate Mitch’s office and apartment to respond to research reports about what viewers like to see, and their matter-of-factness about their notion of “reality” plays off of DeNiro beautifully.

The movie’s action plotline is less effective, requiring even more suspension of disbelief than usual. Despite protestations from Mitch that real cops are nothing like those on television, he ends up behaving like a TV cop, throwing punches and mistreating a suspect. That seems out of character for both Mitch and the movie.

Parents should know that the movie has a lot of action violence, including a special highly destructive gun that can blow up a car or knock down a house. Characters are killed (offscreen). Characters deal in drugs and illegal weapons. The police violate police procedure and abuse the rights of suspects and prisoners, manipulating one into talking without his lawyer present and getting into a fistfight with others. Characters use strong language, including comic sexual references.

Families who see this movie should talk about whether “reality television” is an oxymoron. Is it possible to put “reality” on television? How do TV cops differ from real ones?

Families who enjoy this movie will also enjoy Eddie Murphy in two action-comedy classics, “48 Hours” and “Beverly Hills Cop” as well as a popular buddy cop series “Lethal Weapon” and its sequels. Those who are interested in seeing more about what happens when cameras follow people around should watch DeNiro in “15 Minutes” (very violent) and the comedy “EdTV.”

Plot: The only one of the popular S.E. Hinton books to be filmed by Disney, this is a bit glossier than the two directed by Francis Ford Coppola (“The Outsiders” and “Rumble Fish”), but still a very frank and gritty story about two brothers who have to take care of themselves and each other while their father is on the road. Mason (Jim Metzler) is a senior, a basketball star, dedicated and responsible. Tex (Matt Dillon) is fifteen, unsure of himself, not yet ready to focus on the problems they face. His horse, Rowdy, is the center of his world. As the movie begins, they are out of money, out of food, and the gas has been turned off. It has been four months since they heard from their father, who is traveling with the rodeo. Mason sells their horses to get money for food. Tex is furious, throws things, and wrestles angrily with his brother.

Tex comes home drunk after a party with friends. The next day, his friend’s harsh father, Cole (Ben Johnson), blames Tex, and threatens to call the juvenile authorities to make sure that Mason and Tex have some supervision. Mason tells Tex, “You want to stay off some youth farm somewhere? Start thinking ahead five minutes at a time now and then.”

Mason is under so much pressure that he develops an ulcer. They pick up a hitchhiker on the way back from the hospital, and he turns out to be an escaped prisoner. He points a gun at them and tells them to drive him to the state line. Tex swerves into a ditch, and the hitchhiker is shot by the police.

Pop returns and promises he will stay. He tries to buy Rowdy back, but the people do not want to sell. Tex is angry and bitter. When Mason’s application form for Indiana University arrives, Tex takes it.

Mason is injured in a game. Tex is suspended from school for a prank and overhears Mason say that Pop is not his biological father. Hurt and angry, he gets in the car with a small-time drug dealer friend, on his way to explain a “mix-up” to some tough characters. Tex goes along and gets shot. At the hospital, he fills out Mason’s application, and Mason is accepted. Tex urges Mason to go, knowing that it is best for Mason, and that he can take care of himself.

Discussion: Tex has tougher problems than most kids, but his impulsive approach to dealing with them will seem familiar to many viewers. He knows they have no money to feed the horses, much less themselves, and yet is angry when Mason sells them. When he is angry and hurt, he makes a foolish decision to get in the middle of a fight over a drug deal, saying, “If there is any hassle, they’ll be sorry, because I really feel like making somebody sorry,” one of many incidents of displacement. All around Tex and Mason are the consequences of bad choices — Pop’s, in going to prison and neglecting his sons; Cole’s in being too strict with his children; their own, in picking up the hitchhiker; Lem’s in dealing in drugs to make money; and Lem’s and his girlfriend’s in getting pregnant.

The issue of responsibility is also an important one here. Mason takes on the responsibility of the household, putting enormous pressure on himself. But in “over-parenting,” he keeps too much from Tex, and it is only when Tex has to take some responsibility himself that he can begin to think of other people.Sexual involvement by teenagers is an issue as well. Mason’s advice to Tex (that a boy should keep going until the girl tells him to stop) is worth discussing with both boys and girls. So is Jamie’s ability to make it very clear to Tex that she is not ready to have sex with him.

It is also worth discussing the principal’s comment to Tex: “I hope there’s something you take seriously, because it’s the only thing that’ll save you.”

Questions for Kids:

· Cole and Pop have opposite reactions to the trouble Johnny and Tex get into. Is one more effective? How would you respond?

· Why didn’t Mason apologize for selling the horses?

· Why did Tex take over when Johnny didn’t jump his motorbike over the creek?

· Pop tells Mason to go ahead and explode and clear the air. What do you think about this approach to communication?

· Why did Johnny say it was all right for him to criticize his father, but he didn’t want Tex to do it?

Connections: Matt Dillon also appears in “My Bodyguard.” Older teens will appreciate Francis Ford Coppola’s versions of “The Outsiders” and “Rumble Fish,” both of which feature a number of future stars.

Activities: Read the novels of S.E. Hinton (who has a brief appearance in this movie as Mrs. Barnes).

I don’t ask for much from summer popcorn movies. Give me some car chases and explosions, some romance, and a nasty villain who meets a nastier end, and I’m happy. I had high hopes for “The Fast and the Furious” to be a classic of this genre, but it turned out to be a major disappointment, not a good bad movie-as-video-game but a bad bad movie-as-brain-numbing-waste-of-celluloid. In fact, it is a bad bad bad bad bad movie.

Paul Walker plays Brian O’Connor, a loner with a fancy racecar who wants to get into the hidden world of street racers, and if you don’t guess that his motivation is more than getting close to Mia, the pretty sister (Jordana Brewster) of the fastest driver of them all, then you have never seen “Point Break,” one of several much better movies that this movie steals from shamelessly. The street racers swoop down to take over a quarter mile stretch for races that last less than 10 seconds, then disperse before the police catch up with them.

Brian challenges Mia’s brother Dom (Vin Diesel) and loses both the race and his car to the jeers of the onlookers. But he rescues Dom from the police and sticks with him through an encounter with a rival gang. Soon, he is a member of Dom’s rag-tag “team,” a family of outcasts that includes brilliant but attention-defecit-mechanic Jesse (Chad Lindberg), brooding Vince (Matt Schulze), and tough girl Letty (Michelle Rodriguez of “Girlfight”). Races and chases in various locales and several product placement moments later, it turns out that neither Dom nor Brian has been telling the truth and that both will have to put what they care about most on the line before it is all over.

This is one of those movies that cannot even fake authenticity. It is not about what is cool or about what the people in the audience think is cool. It is about what people in Hollywood think that the people in the audience think is cool, and it is about as cool as the fake rock music they used to play in “Brady Bunch” episodes when Greg and Marcia went to school dances. There is a lot of posing and attitude, and people say fake-tough and fake-profound things like, “It’s not how you stand by your car — it’s how you race your car” and “It doesn’t matter whether you lose by an inch or a mile – winning’s winning.” Nearly every line is a cliché, spoken without any sense of irony, tribute, or transcendence. There is some flashy photography (but doesn’t it defeat the purpose to make a 10-second race last for a minute onscreen?) and a lot of blasting faux-hip rap music, very fine cars with a button on the dashboard like that thing in “Star Wars” that makes them go into hyperspeed, and sprays of automatic weapon bullets that manage to miss all the main characters. The last fifteen minutes is genuinely, deeply, infuriatingly stupid. Diesel and Rodriguez are talented and watchable, but this movie insists on interfering with our ability to enjoy them. There is more tension and excitement in the one 10-minute “chickie run” segment of “Rebel Without a Cause” than in any race in this movie.

Parents should know that the movie is as close to an R as it can be and remain a PG-13. It is very violent, with shoot-outs that leave one character dead and another seriously wounded. A character takes one risk that appears suicidal. Characters drink and smoke. Corona beer seems to be an especially obvious product placement, and giving someone a beer is a gesture of honor and acceptance. There is a same-sex kiss and some skanky behavior. A woman offers one of the racers a threesome if he wins, then insults him when he does not. A man tells his girlfriend, “You’re my trophy.” Women appear in scanty clothing, including a thong. There is a non-graphic but explicit sexual situation. Characters use very strong language, including the n-word and other racial slurs. We see some gross photographs of an injured man. Characters are in extreme peril, both in racing and in shoot-outs. Robbing and shooting are sympathetically portrayed, and Brian’s ultimate decision is a serious betrayal. And someone needs to get the message to Hollywood that making a couple of the female characters strong and smart does not mean that the rest of them can be sexist bimbos.

Families who see this movie should talk about the way that even outcasts create families, as where Dom presides over a barbecue dinner that is like a cover illustration from Tatooed Biker done by Norman Rockwell. They even say grace. They should also talk about the people who do not tell each other the truth, and those who make the decision to violate the law to make things easier for themselves.

Families who enjoy this movie will also enjoy “Gone in 60 Seconds” and “Point Break.”