Inclusion Criteria:

1. Patients must have metastatic melanoma or stage III in-transit or regional nodal disease. (Turnstile I)
2. Patients must receive an MRI/CT of the brain. If new lesions are present, patient must have definitive treatment. PI or his designee should make final determination regarding enrollment. (Turnstile I)
3. Age greater than or equal to 12 years. (Turnstile I)
4. Clinical performance status of ECOG 0-2. (Turnstile I)
5. Patients previously treated with immunotherapy, targeted therapy, or no therapy will be eligible. Patients receiving cytotoxic agents will be evaluated by the PI or his designee as to suitable eligibility. (Turnstile I)
6. Patients with a negative pregnancy test (urine or serum) must be documented at screening for women of childbearing potential. (Turnstile I)
7. Patients must be HLA-A2 for cohort A. (Turnstile II-Chemotherapy/Cell Infusion-Inclusion Criteria)
8. Patients must have adequate TIL available as described in Appendix B. (Turnstile II)
9. Patients must have measurable metastatic melanoma. (Turnstile II - Chemotherapy/Cell Infusion -Inclusion Criteria).
10. Patients may have a maximum of 2 brain lesions which measure </= 1cm each. (Turnstile II - Chemotherapy/Cell Infusion- Inclusion Criteria).
11. Patients of both genders must practice birth control for four months after receiving the preparative regimen. Patients must have a documented negative pregnancy test (urine or serum) for women who have menstruation in the past 12 months and without sterilization surgery. (Turnstile II)
12. Unless surgically sterile by bilateral tubal ligation or vasectomy of partner(s), the patient agrees to continue to use a barrier method of contraception throughout the study such as: condom, diaphragm, hormonal, IUD, or sponge plus spermicide. Abstinence is an acceptable form of birth control. (Turnstile II)
13. Clinical performance status of ECOG 0 - 2 at the time of chemotherapy infusion. (Turnstile II - Chemotherapy/Cell Infusion-Inclusion Criteria).
14. Absolute neutrophil count greater than or equal to 1000/mm3. (Turnstile II - Chemotherapy/Cell Infusion- Inclusion Criteria).
15. Platelet count greater than or equal to 100,000/mm3. (Turnstile II - Chemotherapy/Cell Infusion- Inclusion Criteria).
16. Hemoglobin greater than or equal to 8.0 g/dl. (Turnstile II - Chemotherapy/Cell Infusion).
17. Serum ALT less than three times the upper limit of normal. (Turnstile II - Chemotherapy/Cell Infusion- Inclusion Criteria).
18. Serum creatinine less than or equal to 1.6 mg/dl. (Turnstile II - Chemotherapy/Cell Infusion-Inclusion Criteria).
19. Total bilirubin less than or equal to 2.0 mg/dl, except in patients with Gilbert's Syndrome who must have a total bilirubin less than 3.0 mg/dl. (Turnstile II - Chemotherapy/Cell Infusion - Inclusion Criteria).
20. Patients randomized to receive the DC arm of Cohort A will have the following tests: Donor infectious disease panel must be performed which includes the following tests: Hepatitis B surface antigen (HBsAg), Anti-Hepatitis B core antibody (HBC Abs),Anti-Hepatitis C Virus antibody (HCV Ab), Anti-Human Immunodeficiency Virus (HIV) antibody (HIV ½ Ab), Anti-Human T cell lymphotrophic Virus (HTLV) antibody (HTLV I/II Ab), Rapid Plasma Reagen (RPR), Cytomegalovirus antibody (CMV), HCV/HIV Nucleic Acid Test, West Nile Virus Nucleic Acid Test, Chagas Disease, and Sickledex.
21. A stress cardiac test (stress thallium, stress MUGA, dobutamine echocardiogram or other stress test that will rule out cardiac ischemia) within 6 months of lymphodepletion. (Turnstile II - Chemotherapy/Cell Infusion-Inclusion Criteria).
22. Pulmonary function tests (FEV1>65% or FVC>65%of predicted) within 6 months of lymphodepletion.

(Turnstile II - Chemotherapy/Cell Infusion - Inclusion Criteria).

Exclusion Criteria:

1. Active systemic infections requiring intravenous antibiotics, coagulation disorders or other major medical illnesses of the cardiovascular, respiratory or immune system. PI or designee shall make the final determination regarding appropriateness of enrollment. (Turnstile I - Screening Exclusion Criteria).
2. Patients who are pregnant or nursing. (Turnstile I)
3. Has had prior systemic cancer therapy within the past four weeks at the time of the start of the lymphodepletion regimen. (Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)
4. Women who are pregnant will be excluded because of the potentially dangerous effects of the preparative chemotherapy on the fetus. (Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)
5. Any active systemic infections requiring intravenous antibiotics, coagulation disorders or other major medical illnesses of the cardiovascular, respiratory or immune system, such as abnormal stress test and/or abnormal PFT. PI or his designee shall make the final determination regarding appropriateness of enrollment.(Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)
6. Any form of primary or secondary immunodeficiency. Must have recovered immune competence after chemotherapy or radiation therapy as evidenced by lymphocyte counts (> 500/mm3), WBC (> 3,000/mm3) or absence of opportunistic infections. (Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)
7. Require steroid therapy or steroid-containing compounds, or have used systemic steroids in the past 30 days, or have used topical or inhalational steroids in the past 2 weeks prior to lymphodepletion. (Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)
8. Presence of a significant psychiatric disease, which in the opinion of the principal investigator or his designee, would prevent adequate informed consent or render immunotherapy unsafe or contraindicated. (Turnstile II - Chemotherapy/Cell Infusion Exclusion Criteria)