Lounging, "Ocean's 13" Style

Uber-producer Jerry Weintraub built an ultra hip poker lounge so hepcats like Clooney, Pitt and Damon could kick back while shooting their latest film "Ocean's 13."

The "Ocean's Club" lounge was inspired by old blue eyes himself, Frank Sinatra, and the rest of the original Rat Pack - guys that Weintraub used to roll with back in the day.

Weintraub gave EXTRA an exclusive tour of the pimpin' digs where the boys can go to eat, drink and be merry after those long hours on the set.

"Oceans 13" is currently in production and will be in theaters in 2007.