On June 8, Ocean's Thirteen rolls the dice on movie screens across the nation. In honor of this third installment of the Ocean's series, we are giving away copies of this film's soundtrack from award winning composer David Holmes.

Winners Receive:

- Ocean's Thirteen Soundtrack

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Music From the Motion Picture Ocean's Thirteen - the electrifying score to the upcoming feature film Ocean's Thirteen - will be released by Warner Bros. Records on June 5th, three days before the movie opens nationwide. The film - a casino heist caper starring George Clooney, Brad Pitt, Matt Damon, Andy Garcia, Don Cheadle, Bernie Mac, Ellen Barkin, and Al Pacino - is the eagerly awaited third installment in Academy Award-winning director Steven Soderbergh's stylish trilogy, which has captivated and entertained audiences worldwide.

The film's soundtrack was overseen by acclaimed composer and musical innovator David Holmes, who also helmed the soundtracks to Ocean's Eleven and Ocean's Twelve. Where Twelve included songs from an eclectic group of international artists, Thirteen is dominated by Holmes' playful instrumentals, rooted in '70s-inspired acid-jazz, that match the innately cool aesthetic of the film.

"As a music producer, I never want to repeat myself," Holmes says, "and it's challenging to actually do something completely different every time. Thirteen was tricky because, as with Eleven, the film takes place in Las Vegas, and we had to avoid all the clich&#233s of Vegas but still create this truly original piece. So this one has more of a live feel to it, and it's a lot more quirky. I think it's definitely the most musical score out of all three."

Holmes, a native of Northern Ireland, began his music career as a DJ in Belfast at the age of 15. He released his own critically lauded albums, including 1995's This Film's Crap: Let's Slash The Seats and 1997's Let's Get Killed, before becoming an in-demand producer and re-mixer for such bands as U2, Primal Scream, The Manic Street Preachers, Page and Plant, and Ice Cube. He first collaborated with Soderbergh on the 1988 film Out of Sight, starring George Clooney and Jennifer Lopez, before going on to score Ocean's Eleven.

"Steven really makes it feel like a collaboration," Holmes says. "He lets you express yourself and be experimental. And he likes to try new things. Even in these movies, as big and commercial as they are, he's still doing loads of stuff musically that people just wouldn't dream of doing in a movie this size. There's no safety net with him and that makes him an amazing guy to work for in many ways."

Warner Bros. Pictures presents, in association with Village Roadshow Pictures, a Jerry Weintraub/Section Eight Production, Ocean's Thirteen, starring George Clooney, Brad Pitt, Matt Damon, Andy Garcia, Don Cheadle, Bernie Mac, Ellen Barkin and Al Pacino. Also starring are Casey Affleck, Scott Caan, Eddie Jemison, and Shaobo Qin, with Carl Reiner and Elliott Gould. The film was directed by Steven Soderbergh from a screenplay by Brian Koppelman & David Levien. Jerry Weintraub produced the film, with Susan Ekins, Gregory Jacobs, Frederic W. Brost and Bruce Berman executive producing. The film opens nationwide on June 8. The soundtrack will be available in stores and through all online retailers on June 5th.

The track-listing for Music From the Motion Picture Ocean's Thirteen is as follows:

1) "Not Their Fight"

2) "11, 12 & 13"

3) "Benedict Returns"

4) "Kensington Chump"

5) "Trapdoor Man"

6) "Laptops"

7) "Zippo's"

8) "S***! S***! S***!"

9) "Dice Men"

10) "Diamond Location"

11) "The Nose"

12) "Caravan" Performed by Puccio Roelens

13) "Suite Bergamasque, Claire De Lune, No. 3" Performed by Isao Tomita

14) "Grand Opening"

15) "Earthquake"

16) "Fender Roads"

17) "Snake Eyes"

18) "All Sewn Up"

19) "This Town" Performed by Frank Sinatra

20) "Soul Town" Performed by The Motherhood

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