"[reaches the fence, noticing a soldier cowering nearby] Come on, boy, come on! What will you think of yourself tomorrow? Virginians! Virginians! [impales his hat on his sword] We'll stay! Who will come with me?!"

"Virginians! Virginians! For your lands! For your homes! For your sweethearts! For your wives! For...Virginia! Forward...march!"

"Father, into Your hands, I commend my spirit."

"[to Col. Fremantle, on the irony of his uncle defending the original "Star Spangled Banner" at Ft. McHenry in 1814] Colonel Fremantle, it does not begin or end with my uncle, or myself. We're all sons of Virginia here. That major out there, commanding the cannon - that's James Dearing, first in his class at West Point, before Virginia seceded. And the boy over there with the color guard - that's Private Robert Tyler Jones. His grandfather was President of the United States. The colonel behind me - that's Colonel William Aylett. Now, his great-grandfather was the Virginian, Patrick Henry. It was Patrick Henry who said to your King George III, "Give me liberty, or give me death." There are boys here from Norfolk, Portsmouth, small hamlets along the James River...from Charlottesville and Fredericksburg, to the Shenandoah Valley. Mostly, they're all veteran soldiers now; the cowards and shirkers are long gone. Every man here knows his duty. They would make this charge, even without an officer to lead them. They know the gravity of the situation, and the mettle of their foe. They know that this day's work will be desperate and deadly. They know, that for many of them, this will be their last charge. But not one of them needs to be told what is expected of him. They're all willing to make the supreme sacrifice - to achieve victory, here...the crowning victory...and the end of this war. We are all here, Colonel. You may tell them, when you return to your country, that all Virginia was here on this day."

"[to his spy, Harrison, just before Pickett's Charge] You know what's gonna happen? I'll tell you what's gonna happen. Troops are now forming behind the line of trees. When they come out, they'll be under enemy long-range artillery fire. Solid shot. Percussion. Every gun they have. Troops will come out under fire with more than a mile to walk. And still, within the open field, among the range of aimed muskets. They'll be slowed by that fence out there, and the formation - what's left of it - will begin to come apart. When they cross that road, they'll be under short-range artillery. Canister fire. Thousands of little bits of shrapnel wiping the holes in the lines. If they get to the wall without breaking up, there won't be many left. A mathematical equation...But maybe, just maybe, our own artillery will break up their defenses. There's always that hope. [sighs] But that's Hancock out there, and he ain't gonna run. So it's mathematical after all. If they get to that road, or beyond it, we'll suffer over fifty percent casualties. But, Harrison...I don't believe my boys will reach that wall."

"I must tell you now, I believe this attack will fail. No fifteen thousand men, ever made, can take that ridge."

"Place the guns! Bring up the guns!"

"If they get batteries up there, we're gonna need buckets to catch the lead."

"I guess we Southerners and you English have at least one thing in common. We'd rather lose the war than admit to the mistake."

"We should've freed the slaves, then fired on Fort Sumter."

"I don't like going in without Pickett. It's like going in with one boot off. I'll wait as long as I can before sending my boys in."

"Major, this Army will conduct itself properly and with respect to all civilian population at all times. And you will personally report to me any infraction no matter how minor or trivial they may appear."

"They do not die for us. Not for us. That at least is a blessing. If this war goes on, and it will...it will...what else can we do but go on, you and I? It's always the same question forever. What else can we do? If they fight, we must fight with them. And does it matter after all who wins? Was that ever really the question?"

"[just before Pickett's Charge] With General Longstreet in command, my old war horse, meeting the enemy face to face on ground of his own choosing, and with honour, we will prevail!"

"They will break in the center. Those people will be gaining men from all directions, guns by the thousands. And Richmond has nothing left to send us. So if we stay, we fight. If we retreat now, we will have fought here for two days, and will leave knowing we could not drive them off. And I have never yet left the enemy in command of the field. No Sir. Retreat is no longer an option."

"[to Longstreet, on the nature of the army] Soldiering has one great trap. To be a good soldier, you must love the army. To be a good commander, you must be willing to order the death of the thing you love. We do not fear our own death, you and I. But there comes a time...we are never quite prepared for so many to die. Oh, we do expect the occasional empty chair, the salute to fallen comrades. But this war goes on, and the men die, and the price gets ever higher. We are prepared to lose some of us, but we are never prepared to lose all of us. And there is the great trap, General: When you attack, you must hold nothing back. You must commit yourself totally. We are adrift here in a sea of blood, and I want it to end. I want this to be the final battle."

"[thinking] In the morning is the great battle. Tomorrow or the next day will determine the war. Virginia is here. All the South is here. What will you do tomorrow? In the morning the enemy will be up in fortified positions on high ground. Longstreet's corps will be coming up and my boys will be ready to finish the job. If I tell them to withdraw now? No, sir. They've been patient for far too long. With the enemy out there up on the hill, they'll be ready to finish the job. But I don't even know how much is up there. How many men? How many cannon? I don't know the ground or the flanks. I don't know. If I wait in the morning, the early morning, maybe Meade, under pressure, will attack. That would make General Longstreet very happy. But I don't think Meade will come down. And I don't think I can withdraw, so, God's will, thy will be done."

"It's my fault."

"We can't run away. If we stay here we can't shoot. So lets fix bayonets."

"You men gather round. I've been talking with, uh, Pvt. Bucklin, he's told me about your problem. There's nothing I can do today. We'll be moving out in a few minutes, we'll be moving all day. I've been ordered to take you men with me. I'm told that, uh, that if you don't come, I can shoot you. Well, you know I won't do that. Maybe somebody else will, but I won't, so, that's that. Uh here's the, uh, situation. The whole Reb army is up that road a ways, waitin' for us, so this is no time for an argument like this, I tell ya. We could surely use you fellas, we're now well below half strength. Whether you fight, or not, that's...that's up to you. Whether you come along is, is...well, you're comin'. You know who we are and what we're doing here, but if you want to fight along side us, there's some things I want you to know. This regiment was formed last summer in Maine. There were a thousand of us then. There are less than three hundred of us now. All of us volunteered to fight for the Union, just as you did. Some came mainly because we were bored at home, thought this looked like it might be fun. Some came because we were ashamed not to. Many of us came because it was the right thing to do. All of us have seen men die. This is a different kind of army. If you look back through history, you will see men fighting for pay, for women, for some other kind of loot. They fight for land, power, because a king leads them or, or just because they like killing. But we are here for something new. This has not happened much in the history of the world. We are an army out to set other men free. America should be free ground - all of it. Not divided by a line between slave state and free, all the way from here to the Pacific Ocean. No man has to bow. No man born to royalty. Here, we judge you by what you do, not by who your father was. Here, you can be something. Here, is the place to build a home. But it's not the land. There's always more land. It's the idea that we all have value - you and me. What we're fighting for, in the end, we're fighting for each other. Sorry, I, uh, didn't mean to preach. You, uh, you go ahead. You talk for awhile. Uh, if you, uh, if you choose to join us, you want your muskets back, you can have 'em. Nothing more will be said by anybody anywhere. If you, uh, choose not to join us, well you can come along under guard, and when this is all over I will do what I can to see you get a fair treatment. But for now, we're moving out. Gentlemen, I think if we lose this fight, we lose the war. So if you choose to join us, I'll be personally very grateful."

"[examining his sword scabbard which was hit by a bullet and bent badly] I'll be damned."

"It doesn't make sense; hold a gun on a man to get him to fight."

"Mutiny. I thought that was a word for the navy."

"Hold to the last. To the last what? Exercise in rhetoric. Last shell? Last man? Last foot of ground? Last Reb?"

"Gentlemen. We are the flank."

"[tells Thomas to move back from him when a shell explodes near them] Another close one and it could be a hard day for Mother."

"[repeated line, to his brother Thomas] Don't call me Lawrence."

"Fate made them soldiers. War made them brothers. Courage made them Heroes."

"Same Land. Same God. Different Dreams."

"B.D. Wong - Kico Govantes"

"Stephen Spinella - Brandy Alexander"

"Saul Rubinek - Dr. Jim Curran"

"Lawrence Monoson - Chip"

"Dakin Matthews - Congressman Phil Burton"

"Steve Martin - The Brother"

"Donal Logue - Bobbi Campbell"

"Jack Laufer - Brian McDonough"

"Swoosie Kurtz - Mrs. Johnstone"

"Tchéky Karyo - Dr. Willy Rozenbaum"

"Richard Jenkins - Dr. Marc Conant"

"Ken Jenkins - Dr. Dennis Donohue"

"Ronald Guttman - Dr. Jean-Claude Chermann"

"David Marshall Grant - Dennis Seeley"

"Richard Gere - The Choreographer"

"David Dukes - Dr. Mervyn Silverman"

"Alex Courtney - Dr. Mika Popovic"

"Bud Cort - Antique shop owner"

"Phil Collins - Eddie Papasano"

"David Clennon - Mr. Johnstone"

"Christian Clemenson - Dr. Dale Lawrence"