The second wave

After Ocean's Eleven, more Rat Pack remakes.

NOW HOLLYWOOD is convinced there are other overlooked cinematic curios by Frank Sinatra and company worth exploiting. Here’s an overview of the clearly irresistible 2002 lineup—baby!

Robin and the 7 Hoods Marginally better than the first Eleven, this 1964 caper flick originally combined Sinatra, Dean Martin, and Sammy Davis Jr. with unlikely co-star Bing Crosby(!) in a retelling of Robin Hood set in 1928 Chicago. Now the story’s been transposed back to Merry Olde England, where time-traveling international jewel thieves Bruce Willis (in Frank’s role), Vince Vaughn (Dean’s), and Will Smith (Sammy’s) bring their modern, wisecracking ways to Sherwood Forest. Watch out, damsels, these swingers mean business! (In place of Bing, Harry Connick Jr. croons onstage at a mead-and-ale joint.)

Salt and Pepper Peter Lawford and Davis first starred in this 1968 picture set in swinging London, where two club owners battle to keep their swinging nightspot open despite zany complications. (And—dig this—Pepper’s the white guy! Crazy!) The randy duo will now be played by Martin Lawrence and Luke Wilson (reunited from Blue Streak), and the plot pumped up with girls, girls, girls as their monster techno club is unfairly labeled a den of ecstasy dealing. Expect a smash soundtrack with today’s biggest artists!

The Silencers Martin starred as Matt Helm—a kind of Americanized James Bond—in the initial 1965 installment of a four-film series; his boozy, bemused, lady-killer image essentially defined the secret agent character and the movie franchise. So who better for the remake than Ben Affleck? Instead of the old nuclear-peril plot (yawn), our hero now must battle dangerous bioterrorists while taking frequent breaks to leer at his klutzy- yet-sexy co-star (Stella Stevens in the original; now Drew Barrymore). Hot!

All in a Night’s Work Honorary Pack member Shirley MacLaine paired with Dino in the 1961 comedy about workplace romance and misunderstandings. Now, in a masterstroke of casting, MacLaine’s brother Warren Beatty appears opposite his own wife Annette Bening in a story restaged in ’90s Silicon Valley. How topical!

Texas Across the River What about Joey Bishop, you ask? Relax, baby, the forgotten Rat Packer appeared in this 1967 comedy-western, which toplined Martin as a rascally cowboy who nearly steals the girl from out-of-place French heartthrob Alain Delon. Bishop played the stone-faced Indian sidekick to our hero. Dino’s raffish role now goes to Mel Gibson (think Maverick), while Bishop’s journeyman lounge entertainer persona is upheld by Vegas funnyman Dennis Miller. (Look for the 83-year- old Bishop, the Pack’s lone surviving member, in a cameo as a crusty old bartender.)