The germ of the idea behind Ocean’s 11 started in 1955 with a second-rate director named Gilbert Kay. Following his service in World War II, the Chicago-born Kay worked his way up from the Columbia Pictures mailroom to assistant director on B-Westerns and even a Three Stooges short, Hugs and Mugs (1950). By 1955 he had directed a couple of awful B-films, including Three Bad Sisters, and episodes of such TV series as Highway Patrol (with Broderick Crawford) and Passport to Danger. In other words, nothing impressive.
Kay had in his possession a story written by a gas station attendant about a group of G.I.s who, after World War II, do some smuggling jobs for the army. That gas station attendant turned out to be George Clayton Thomas, who later found recognition as a science-fiction writer (The Twilight Zone, Star Trek, Logan’s Run). At this point, however, Thomas was doing an assortment of odd jobs and had no experience as a writer. As he said in an interview for the American Archive of Television in 2003:
I got a buddy of mine named Jack Golden Russell to help me write a screenplay. Kay envisioned Broderick Crawford as Danny Ocean, a tough-as-nails ex-army sergeant that no one said “no” to. Kay had worked with Crawford as a director of several episodes of Highway Patrol. He said the only problem with Crawford was that you had to shoot the scenes before noon, because he was always drunk by 2 P.M. We flew to Vegas with Kay and shot pictures of the hotels and then concocted our schemes as to how to escape. You see, robbing the hotels was the easy part—it was getting the money out of the town since there was only one road out. So, we sold 10% of the script to a Beverly Hills furrier named Charles Fuerman for $10,000 and opened up an office. We wrote it in longhand and Gilbert had it typed up. And I never saw it again. Gilbert then said Peter Lawford was to star in it and we’d get $10k to divide up, and 10%. It was my story, and it was being stolen.
After trying unsuccessfully to peddle the story with himself attached as director, Kay approached Peter Lawford in 1957 and sold him the story for $10,000 ($5k was from Peter; the other $5k came from his wife, Patricia Kennedy Lawford). Lawford pitched the story to Frank, who joked: “Forget the movie, let’s pull the job!”
Frank was under contract for one more film from his Dorchester Productions with Warner Bros. As luck would have it, Jack Warner liked the idea of the caper film. A deal was struck in July of 1958 to move forward with the project. Warner suggested Richard Breen for the script and began talks with Jack Lemmon to co-star with Sinatra.
In April 1956, a Daily News item stated that director Gilbert L. Kay and producer Earl Colbert had signed jazz guitarist Barney Kessell (who was married to Mickey Rooney’s second wife and was raising his two sons) to score Ocean’s 11, which was to be the first picture produced by the newly formed Matador Productions. The news item also listed the authors of the original story, George Clayton Thomas (and Jack Golden Russell), co-partnered with Kay and Colbert. According to an item in the Los Angeles Times in 1957, Lawford and Sinatra bought the screenplay.
A September 1958 news item which mentioned that Sinatra and Lawford’s friendship had “blossomed into a business deal,” confirmed their plans to produce the film in the Las Vegas area, at “the famed magnesium plant in Henderson, Nevada,” a few miles outside the city, and at the Sands Hotel, of which Sinatra and Martin had part ownership. It further stated that small cottages near the plant would be used in the story to advance the plot, which called for them to be set on fire, so that the story’s “gangsters” could hold up six hotels on the Strip while the fire and police departments fought the blaze. The news item also reported that during production, Sinatra, Lawford, Martin, Bishop, and Davis would alternate performances at the Sands each night.
According to an item in Daily Variety, the film would be co-produced by Sinatra’s Dorchester and Lawford’s KenLaw production companies, and that Sinatra and Lawford would star in the film, along with Davis, Martin, and Buddy Lester. According to The Hollywood Reporter, that production of the film, which was being written by Richard Breen, was to be postponed until after Sinatra completed the film All My Tomorrows, the working title for the 1959 United Artists release A Hole in the Head. According to the Los Angeles Mirror-News and Daily Variety, Lawford and Breen traveled to Las Vegas to work on the script, which they discussed with the Las Vegas police chief, R. K. Sheffer Breen. (There is no mention of the chief in the onscreen credits.) The Hollywood Reporter, which erroneously referred to the film as “Oceans of Loving,” reported that Sinatra was negotiating with Jackie Gleason, who did not appear in the final film. An unsourced but contemporary article at the AMPAS Library adds that Tony Curtis and Milton Berle had been signed for cameos, and that Daniel Fuchs had worked on the screenplay. According to an August 1960 Los Angeles Examiner article, producer-director Lewis Milestone had discarded most of the original melodramatic story, keeping only the basic idea of twelve ex-paratroopers robbing five Las Vegas casinos. January and February 1960 Hollywood Reporter items stated that portions of the film were shot at the Sands, the Sahara, and the Riviera, three of the five hotel casinos mentioned in the story, as well as the Warner Bros. soundstages.
Although it was later refuted in a modern book about the Rat Pack, an August 1960 Los Angeles Examiner article reported that the cast and crew shot the casino sequences during the establishments’ slowest times, between 1:00 and 5:00 A.M. A March 1960 Los Angeles Mirror-News article stated that television-style cue cards were used to eliminate the need for the cast to memorize lines. Several autobiographical sources and documentary footage describe the party atmosphere, the pranks, and the drinking during the making of the film, all in the Rat Pack’s flamboyant style, which can be summed up by one of their signature phrases: “ring-a-ding-ding.”
Sinatra was delighted that Vegas was being used as the backdrop for the film. That way, he could play the Copa Room at night and film during the day. He talked to Jack Entratter and Al Freeman, and they both loved the idea as well. Freeman offered Frank a full run of the hotel to film wherever the crew wanted. Sinatra, being a part-owner of the Sands, liked the idea of making “his” hotel the backdrop. Then Freeman came up with the following concept:
Sinatra, of course, was the keystone act, the backbone of the Sands. Dean Martin had signed a five-year deal with the hotel in 1957, after his heavily reported breakup with Jerry Lewis, with a deal in which he got a cut of the proceeds. Sammy Davis Jr. was also under a five-year agreement with the hotel. Freeman suggested that, during the making of the movie, they alternate nights and have the movie feature Dean, Frank, and Sammy. Frank suggested adding Lawford, since he came up with the script for the film, and use his opening comic, Joey Bishop, as the emcee/ straight man. This was the same time when Bishop was hitting it big with Jack Paar. Then Freeman said, “Why not just all do the act together?” Make it the meeting of the biggest acts in show business— a Summit at the Sands, as Freeman called it (in a memo in the UNLV Archives, donated by Al Freeman in 1972).
The Summit at the Sands. Dean, Sammy, Peter, and Joey jumped at the idea as well. They all agreed that it would be a carefully rehearsed show that would have the appearance of free form.
Frank, along with Sam Weisbord, worked out the deals. Frank, Dean, Sammy, and Joey would get their standard full salaries. Peter sold the script to Dorchester Productions (Frank) and Warner Bros. Lawford was paid $20,000 for the script, $300 a week for the shoot (plus another salary for the nighttime shows, about $8,000 weekly)— the topper was the back-end deal. Lawford got one-sixth of the gross revenue from the film. Thus, Lawford’s return on his $10k investment for the script was initially a $500,000 profit. (His estate continues to profit from that film and its later incarnations.) Dean got $150,000 flat for the film, plus his nightly salary during the shoot. Sammy received $125,000 for the film and his nightly salary. Supporting actors Richard Conte took home $8,200 per week, and Cesar Romero made $5,000 per week. Those with cameos—Shirley MacLaine, Red Skelton, George Raft, and seventeen others—received scale. Frank also bought all the celebrities (twenty-two in all) brand new Volkswagen Beetles in the color of their choice. The VW Bug was the hot new car of 1960.
Frank received his nightly salary, $30,000 for the story, $200,000 to appear in the film, and a third of the gross revenues. This did not include his share as a 9% owner of the Sands and the incredible returns there would be during the weeks of filming. Since Ocean’s 11 was being shot during the traditionally slow month of February, it was a windfall profit for all the Sands’ owners.
Carl Cohen said, “It was an absolute stroke of genius. A Summit at the Sands. It was a win/win all around. Everyone, from the maître d’s to the cocktail waitresses to the shoeshine boys, were profiting. And we spread the good fortune throughout the town. It was February and the town was jumping as it never had. We couldn’t handle the tens of thousands of reservations that were called in [they only had two hundred rooms at the time] and the overflow spilled out to Henderson and as far out to Stateline.”
Ocean’s 11’s August 1960 Las Vegas premiere was themed as a New Year’s Eve celebration set in the summer, and included the leads performing together at the Sands as part of the festivities. According to the Los Angeles Examiner, “The film is one of the few that typifies the de-moralization trend in filmmaking today. There’s no punishment for the crime.” A critic for The Los Angeles Times stated, “If this picture can be parlayed … into a great success, then they’ve gotten away with real murder. If not, and the public ignores one of the truly emptiest displays on record, maybe some of these many talents will have to actually go to work.”
Despite the mixed reviews, Ocean’s 11 became the highest-grossing motion picture of Frank Sinatra’s career.