Their ace electrician, Tony Bergdorf (Conte), has a heart attack in the middle of the Las Vegas Strip and drops dead. It appears to have gone off without a hitch. A garbage truck driven by Josh picks up the bags and passes through the police blockade. As soon as the lights come back on, the thieves stroll out of the casinos. They dump the bags of loot into hotel's garbage bins, go back inside and mingle with the crowds. The inside men sneak into the cashier cages and collect the money. The backup electrical systems open the cashier cages instead of powering the emergency lights.

At exactly midnight, while everyone in every Vegas casino is singing 'Auld Lang Syne' the tower is blown up and Vegas goes dark. Demolition charges are planted on an electrical transmission tower and the backup electrical systems are covertly rewired in each casino. Sam Harmon (Martin) entertains in one of the hotel's lounges. Josh Howard (Davis) takes a job driving a garbage truck while others work to scope out the various casinos. The gang plans the elaborate New Year's Eve heist with the precision of a military operation.

A gang of World War II 82nd Airborne veterans are recruited by Danny Ocean (Sinatra) and Jimmy Foster (Lawford) to rob five different Las Vegas casinos (Sahara, Riviera, Desert Inn, Sands, and The Flamingo) on a single night.