American war drama film directed by Sean McNamara and written by Dave Kennedy and Thomas Farrell. The film stars Nolan Gould, Lauren Holly, Jason Isaacs, Tom Skerritt, Keith David and David Arquette. It is based on the true story of a group of cadets from the Virginia Military Institute who participated in the Battle of New Market against Union forces during the American Civil War. The battle was fought in the Shenandoah Valley of Virginia on May 15, 1864. The film's title refers to the large number of soldiers' boots left on the battlefield due to the muddy conditions during the battle. Ten cadets died in the battle.