Bloodworth is a 2010 drama film directed by Shane Dax Taylor and based on Provinces of Night, a novel by William Gay. The film stars Val Kilmer, Kris Kristofferson and Hilary Duff. It's been 40 years since E.F. Bloodworth (Kris Kristofferson) abandoned his loving wife and sons for a life on the road. Now at the end of the line, Bloodworth reappears, forced to reckon with the stale aftermath of his departure. With his ex-wife Julia (Frances Conroy) mentally destroyed, his three sons; Warren (Val Kilmer), Boyd (Dwight Yoakam) and Brady (W. Earl Brown) soured by years of anger, Bloodworth's only solace is a budding relationship with Fleming, the grandson he never knew. But when Fleming meets Raven (Hilary Duff), the woman of his dreams, will Bloodworth's presence force history to repeat itself? The film is directed by Shane Taylor and adapted from the novel, Provinces of Night, by William Gay. Kenny Burke produced the film with Taylor and Brown. Music producer T-Bone Burnett supervised the film's music, which includes original compositions by Kris Kristofferson. Filming took place in April and May 2009 in Wilmington, North Carolina.