Steven Soderbergh's re-imagining of the Rat Pack Vegas caper Ocean's 11 features an appropriately stylish soundtrack that mixes David Holmes' original score with a diverse range of additional songs. Like the film itself, Holmes' pieces are hip, but still have widespread appeal. Slinky, slightly edgy pieces such as "Boobytrapping," "Ruben's Inn," and "Gritty Shaker" are equally inspired by the tense cool of Lalo Schifrin and the street-smart style of Curtis Mayfield and Isaac Hayes' Superfly and Shaft soundtracks. Aside from a few breakbeats and the odd synth riff, Holmes downplays the overtly electronic element of his music, focusing instead on funky basslines, vibes, strings, wah-wah guitars, and lively percussion for a sleekly organic sound. On tracks like the dreamy, mysterious "Tess" and the organ-driven, psych-rock-inspired "69 Police," Holmes departs from the funk- and spy-influenced sound of the rest of the score, giving it some breadth as well as depth. The soundtrack's additional material complements Holmes' work, either by contrasting it, in the case of Percy Faith's so-square-it's-hip "A Song for Young Lovers" or DeBussy's languid "Claire de Lune," or reflecting it, as the ultra-hip hip-hop of Handsome Boy Modeling School's "The Projects" and Elvis Presley's sexy, tough-talking "A Little Less Conversation" do. Arthur Lyman Group's "Caravan" and Quincy Jones' "Blues in the Night" also trace back the vintage influences on Holmes' work and capture the film's witty, dynamic feel. While it's not quite as immediate as the Snatch soundtrack or as groundbreaking as the Dust Brothers' Fight Club score, Ocean's 11 is a tight, kinetic collection of film music that's just as enjoyable outside of the movie's context. ~ Heather Phares, All Music Guide