(FORTUNE Magazine) – Ocean's Eleven Soundtrack Warner Studios

Director Steven Soderbergh could've easily drowned his remake of Frank, Sammy, and Dino's 1960 Rat Pack caper in a soundtrack of JFK-era swizzle-stick hits. Fortunately, he also tapped groove maestro David Holmes to add a generous shot of thumping '70s funk to the kitschy, retro cocktail. Serve, then chill.

Clinic Walking With Thee Domino

Forecasting "the next Radiohead" is a hysterical parlor game for the British music press. But these psychedelic Liverpudlians (proclaimed the next you-know-who with their 2001 debut) buck the curse with one of the most beautifully original records of the new year. Foreign, intoxicating, and hazy...kind of like an Air France smoking lounge.

Drive-By Truckers Southern Rock Opera Soul Dump

If Lynyrd Skynyrd had ambitions grander than drinking beer and picking fights with Neil Young, they might have come up with something like this two-disk Dixie Ring Cycle. Beneath its chicken-fried coating of swaggering guitar boogie, the song suite's message is that not all Southerners are George Wallace-lovin' rednecks. Point taken.

The dB's Stands for deciBels/Repercussion Collector's Choice

If you went to college during the Reagan years, chances are good you've got this pair of sunny indie-pop LPs in a dusty milk crate somewhere. Well, pull 'em out. Better yet, pick up the deluxe two-fer CD and pretend you just blew off your 9 A.M. Econ seminar.

Jools Holland Jools Holland's Big Band Rhythm & Blues Rhino

The marquee draw is George Harrison's last single ("Horse to the Water"). And it's one big, fat, sassy tune. Still, some of the other folks who dropped by the studio to jam with former Squeeze ivory-tickler Holland and his rollicking 17-piece orchestra aren't so bad either: Eric Clapton, Sting, Van Morrison.