In the 2001 film *Ocean's Eleven*, the primary conflict is a personal and professional rivalry between the protagonist, **Danny Ocean** (George Clooney), and the antagonist, **Terry Benedict** (Andy García).
While the plot centers on a massive heist to rob three Las Vegas casinos (the Bellagio, the Mirage, and the MGM Grand), the true conflict is a "turf war" over the heart of **Tess Ocean** (Julia Roberts).
### **How the Conflict Started**
The animosity is rooted in the history between Danny and Tess, which Benedict entered during Danny’s absence:
* **Danny’s Incarceration:** Four years prior to the film's start, Danny was arrested and convicted of felony fraud (specifically involving the theft of "Incan matrimonial head masks"). At the time, he and Tess were married and living in New York. Danny had kept his life as a professional thief a secret from her.
* **The Breakup:** When Danny was arrested, he effectively vanished. As Tess tells him later in the film, he "went out for cigarettes and didn't come back." Feeling betrayed by his lies and his criminal lifestyle, Tess filed for divorce while he was in prison and moved to Las Vegas to start a new life.
* **Benedict’s Entrance:** In Las Vegas, Tess became the curator of the Bellagio Art Gallery. Terry Benedict, the ruthless and wealthy owner of the Bellagio, began dating her. To Danny, Benedict represents everything he is not: stable, incredibly wealthy, and "legitimate"—though Benedict is portrayed as far more cold and ruthless than any of the thieves in Danny’s crew.
### **Specific Details of the Conflict**
* **The Choice:** Danny’s primary motivation for the heist is not the $160 million, but a desire to prove to Tess that Benedict is a "slime" who values money more than her. He specifically designs the heist’s endgame to force Benedict into a choice: keep the money or keep Tess. When Benedict agrees to give up Tess to recover his stolen cash, Tess (watching via a hidden camera) realizes his true nature and leaves him.
* **Reuben’s Secondary Conflict:** The conflict is bolstered by **Reuben Tishkoff** (Elliott Gould), who finances the heist. His personal grudge began when Benedict "muscled" him out of his own casino business and began demolishing Reuben's hotel to make way for a new development. Reuben’s hatred for Benedict provides the "professional" justification and funding for the operation.
* **Benedict’s Retaliation:** Unlike traditional rivals who might just call the police, Benedict is described by Reuben as someone who will "kill you and then go to work on you." This established Benedict as a genuine threat who doesn't just want his money back; he wants to destroy anyone who challenges his ego or his "house."