When Catherine Zeta Jones joined the cast of Ocean's Twelve, it had to be intimidating. Sure, she has an Oscar for Chicago and is married to high-powered producer-actor Michael Douglas, but as she puts it, she entered "a den of lions" when walking on to the set of this sequel.
Zeta Jones portrays Isabel, a detective on the trail of Danny Ocean and his band of bandits, played by George Clooney, Brad Pitt, Matt Damon, Don Cheadle and others.
She wasn't the only woman - Julia Roberts was in the first movie, Ocean's Eleven. But this time, Roberts found out during the shooting that she was pregnant and wasn't around as long when the cast toured Rome, Amsterdam, Sicily and Monte Carlo.
"I met director Steven Soderbergh on Traffic," Zeta Jones says. "I knew that Ocean's Twelve was going to be starting soon. I liked my character. So here I am."
Producer Jerry Weintraub says the team of actors is a modern-day Rat Pack - not unlike Frank Sinatra, Dean Martin, Sammy Davis jnr and the rest who made the original Ocean's Eleven.
Weintraub recalls Zeta Jones coming on the set: "She came in and she was a little worried about walking into this ... "
"Den of lions," interrupts Pitt.
"It was our first day of shooting. Brad had just come back from Troy and was still in a dress," Weintraub continues.
"Catherine had lost a lot of weight after having the baby and so on and she looked to die for. She had the high-heels on and tight jeans, those low-cut things ... "
"Easy boy," adds Pitt.
"Anyway, all the guys were around Catherine within seconds," Weintraub recalls. "She was the centre of attention, as she should be, and she fitted right into the group."
And it's a tough group. They are known to play practical jokes and razz each other constantly.
"There was actually no camaraderie at all on the set of this one," Clooney jokes. "Brad set the tone. And he's such a movie star, it was very hard. No, really, they're fun people except for Julia [Roberts]. We don't like her or her twins."
Clooney, the biggest prankster, put a bumper sticker on Pitt's passenger door saying, "I'm gay and I vote" and later, "Small penis on board."
Damon recalls: "The bumper sticker that you put on Brad's car the last day of shooting was good. As he drove home through LA rush hour traffic people were honking at him and waving. He thinks it's because he's Brad Pitt, so he's waving back."
Pitt adds: "First of all, there's a very low level of maturity among all the guys. So that helps. We bond very quickly because of it. Then we have the beautiful women to make us look a little better."
The women weren't immune from the pranks. "I think that the biggest joke was on Catherine because she actually thought that we were making a movie," Pitt says. "Being the new kid, no one told her. So she was up learning lines and doing character breakdowns and we just let her roll with it."
She laughs: "I thought that the guys didn't like me."
The idea for the sequel came when the actors were filming at the end of Ocean's Eleven and were trying to figure out how to reunite for another caper. It was important to have someone who connected with the group, especially as Pitt has to do a romantic scene.
"The great thing about Catherine is that there is this great beauty, this great elegance, but at the same time she'll drink anyone under the table," Pitt says.
Then, reminded of the kissing, he says: "Well, you know, it does have its perks."
Clooney adds: "I think that it might be intimidating to come on board a show with a group of people that have already done one of these and Catherine just jumped in with both feet and had a blast - or that's what she said."
Clooney has plans to nail her again with a practical joke. "I'm doing a love scene with Michael Douglas later to even the score," he says. "That'll teach her."