A key element in Grant's plans is…

A key element in Grant's plans is control of the strategically important and agriculturally rich Shenandoah Valley.

While he confronts Lee's Army of Northern Virginia in the eastern part of the state, Grant orders Major General Franz Sigel's army of ten thousand to secure the Valley and threaten Lee's flank, starting the Valley Campaigns of 1864.

Receiving word that the Union Army had entered the Valley, Confederate General John C. Breckinridge pulls together all available forces to repulse the latest threat.

The Virginia Military Institute’s Cadet Corps, over half of whom are first year students, or "Rats",are called to join Breckinridge and his army of forty-five hundred veterans.

The cadets, under the direction of VMI Commandant of Cadets Lt. Col. Scott Shipp, marches eighty-one miles (one hundred and thirty kilometers) in four days to meet General Breckinridge's Confederate force.

The cadets are intended to be a reserve and employed in battle only under the most dire circumstances.

The two armies meet at New Market on May 15, 1864.

"I shall advance on him", the aggressive Breckinridge declared.

"We can attack and whip them here and we will do it!"

As the general rides by the cadets, he shouts, "Gentlemen, I trust I will not need your services today; but if I do, I know you will do your duty."

The battle, a Confederate victory with five hundred and forty casualties to the Union’s eight hundred and forty, is not without its cost to the VMI Cadet Corps.

Forty-eight cadets had been wounded, and ten cadets had been killed outright or died later of wounds.