Inclusion Criteria

- INCLUSION CRITERIA:

1. Measurable metastatic melanoma with at least one lesion that is resectable for
tumor infiltrating lymphocytes (TIL) generation. The lesion must be of at least
2cm in diameter that can be surgically removed with minimal morbidity (defined
as any operation for which expected hospitalization is less than or equal to 7
days).

2. Patients with 3 or less brain metastases are eligible. Note: If lesions are
symptomatic or greater than or equal to 1 cm each, these lesions must have been
treated and stable for 3 months for the patient to be eligible.

3. No prior high-dose aldesleukin therapy at a dose of greater than or equal to
600,000 IU/kg.

4. Greater than or equal to 18 years of age.

5. Willing to practice birth control during treatment and for four months after
receiving all protocol related therapy.

6. Life expectancy of greater than three months.

7. Willing to sign a durable power of attorney.

8. Able to understand and sign the Informed Consent Document.

9. Clinical performance status of Eastern Cooperative Oncology Group (ECOG) 0 or 1.

10. Hematology:

- Absolute neutrophil count greater than 1000/mm^3 without support of filgrastim

- Normal White blood cell (WBC) (> 3000/mm^3).

- Hemoglobin greater than 8.0 g/dl

- Platelet count greater than 100,000/mm^3

k. Serology:

- Seronegative for human immunodeficiency virus (HIV) antibody. (The experimental
treatment being evaluated in this protocol depends on an intact immune system.
Patients who are HIV seropositive can have decreased immune competence and thus be
less responsive to the experimental treatment and more susceptible to its
toxicities.)

- Seronegative for hepatitis B antigen, or hepatitis C antibody or antigen.

l. Chemistry:

- Serum alanine aminotransferase (ALT)/aspartate aminotransferase (AST) less than three
times the upper limit of normal.

- Calculated creatinine clearance estimated glomerular filtration rate(eGFR) > 50
ml/min.

- Total bilirubin less than or equal to 2 mg/dl, except in patients with Gilbert's
Syndrome who must have a total bilirubin less than 3 mg/dl.

m. More than four weeks must have elapsed since any prior systemic therapy at the
time the time of randomization, and patients' toxicities must have recovered to a
grade 1 or less (except for alopecia or vitiligo). Patients must have stable or
progressing disease after prior treatment. Patients may have undergone minor surgical
procedures within the past 3 weeks, as long as all toxicities have recovered to grade
1 or less or as specified in the eligibility criteria.

n. Six weeks must have elapsed since any prior anti-CTLA4 antibody therapy to allow
antibody levels to decline.

o. Patients who have previously received any cytotoxic T-lymphocyte antigen 4
(anti-CTLA4) antibody and have documented gastrointestinal (GI) toxicity must have a
normal colonoscopy with normal colonic biopsies.

EXCLUSION CRITERIA:

1. Prior cell transfer therapy which included a non-myeloablative or myeloablative
chemotherapy regimen.

2. Women of child-bearing potential who are pregnant or breastfeeding because of the
potentially dangerous effects of the preparative chemotherapy on the fetus or infant.

3. Systemic steroid therapy requirement.

4. Active systemic infections, coagulation disorders or other active major medical
illnesses of the cardiovascular, respiratory or immune system, as evidenced by a
positive stress thallium or comparable test, myocardial infarction, cardiac
arrhythmias, obstructive or restrictive pulmonary disease.

5. Any form of primary immunodeficiency (such as Severe Combined Immunodeficiency
Disease and Acquired Immunodeficiency Syndrome (AIDS)).

6. Opportunistic infections (The experimental treatment being evaluated in this protocol
depends on an intact immune system. Patients who have decreased immune competence may
be less responsive to the experimental treatment and more susceptible to its
toxicities.)

7. History of severe immediate hypersensitivity reaction to any of the agents used in
this study.

8. History of coronary revascularization or ischemic symptoms.

9. Any patient known to have an left ventricular ejection fraction (LVEF) less than or
equal to 45%.

10. In patients > 60 years old, documented LVEF of less than or equal to 45%.

11. Documented forced expiratory volume 1 (FEV1) less than or equal to 60% predicted
tested in patients with:

- A prolonged history of cigarette smoking

- Symptoms of respiratory dysfunction