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Pictures used with permission of the DEPARTMENT OF THE NAVY -- NAVAL HISTORY & HERITAGE COMMAND

Setting the scene
The Battle of Midway, fought near the Central Pacific island of Midway, is considered the decisive battle of the war in the Pacific. Before this battle the Japanese were on the offensive, capturing territory throughout Asia and the Pacific. By their attack, the Japanese had planned to capture Midway to use as an advance base, as well as to entrap and destroy the U.S. Pacific Fleet. Because of communication intelligence successes, the U.S. Pacific Fleet surprised the Japanese forces, sinking the four Japanese carriers that had attacked Pearl Harbor only six months before while only losing of one carrier. After Midway, the Americans and their Allies took the offensive in the Pacific.

Background to the Battle of Midway

Following the outbreak of the Pacific War in December 1941, the Japanese armed forces conducted military operations against U.S., British Commonwealth, and Dutch possessions in the Pacific and Southeast Asia. The first phase of these operations, which was the seizure of Malaysia, Singapore, the Dutch East Indies, the Philippines, and various island groups in the central and western Pacific, was virtually complete by March 1942. The second phase, initiated by Japanese Imperial Headquarters on 23 January, was designed to isolate and neutralize Australia and India. In the Pacific, this plan envisioned the seizure of bases in Papua/New Guinea and the Solomon Islands, which would be used to support future operations against New Caledonia, Fiji, and Samoa. By early March, with the seizure of Lae and Salamaua, the entire north coast of Papua/New Guinea had fallen to Japanese forces who were planning for an amphibious invasion of Port Moresby.

By this time, two secure American naval intelligence centers were in operation in the Pacific: one in Melbourne, Australia, and another at Pearl Harbor ("Hypo"). A third, at Corregidor ("Cast"), was rapidly disintegrating under Japanese air and artillery attacks on the island. Its cryptanalysts and equipment were in the process of evacuation to Melbourne. These facilities intercepted Japanese radio communications and, through traffic analysis and codebreaking, uncovered the location of major fleet units and shore based air forces. More importantly, by translating messages and studying operational patterns, Melbourne and Hypo predicted future Japanese operations. The intelligence centers provided their analysis, through daily communications intelligence (COMINT) briefings and warning reports, to senior American commanders, including Commander in Chief, U.S. Fleet (Admiral Ernest J. King), and Commander in Chief, Pacific Fleet (Admiral Chester W. Nimitz).

In early March, the Japanese postponed their planned seizure of Port Moresby because of previous events. An American carrier raid on Japanese shipping at Lae and Salamaua on the 10th, along with a previously unsuccessful attempt to attack Rabaul on 20 February, had demonstrated to Commander in Chief, Fourth Fleet (Admiral Shigeyoshi Inouye), that Japanese were not assured of air superiority in the region. It was not until early May, when Admiral Inouye had three carriers for operations, that the invasion could begin. On 7-8 May, the first carrier battle of the war took place in the Coral Sea. Each side had a carrier damaged, while the American lost the carrier USS Lexington and the Japanese lost the light carrier Shoho. More important the Japanese broke off their invasion attempt. It was the first time the Japanese had been stopped in the Pacific. Significantly, American cryptanalysts had provided crucial order of battle and operational communications intelligence to the Allied commanders in the South Pacific.

In addition to this advance toward Port Moresby, evidence that Japan was intent on expanding east of the Marshall Islands appeared in COMINT in early 1942. Land-based air units and equipment began appearing in message traffic to and from the Marshall Islands and the Mandates. On 4 March, the designator "AF" began appearing in partially decoded messages. Then, on 5 March, Japanese seaplanes, refueled from a submarine at French Frigate Shoals, Territory of Hawaii, conduct a small armed reconnaissance mission over Oahu. Finally, on 13 March, American cryptanalysts both broke the Japanese Navy's General-Purpose Code (JN 25) and identified "AF" as Midway Island.

On 16 April, after several months of discussion, Commander in Chief, Combined Fleet (Admiral Isoruku Yamamoto), convinced the Imperial General Staff to agree to his Midway and Aleutians strategy for the summer. In Admiral Yamamoto's view, the capture of Midway Island would allow Japan to pursue its Asian policies behind an impregnable eastern shield of defenses in the Central Pacific. The centerpiece of this plan was a feint toward Alaska followed by an invasion of Midway. When the U.S. Pacific Fleet responded to the landings on Midway, Japanese carrier and battleship task forces, waiting unseen to the west of the Midway strike Force, would fall upon and destroy the unsuspecting Americans. If successful, the plan would effectively eliminate the U.S. Pacific Fleet for at least a year and provide a forward outpost from which ample warning of any future threat by the U.S. would come.

Two days later, Lieutenant Colonel James Doolittle and a small number of American airmen from the U.S. Army Air Corps took off from USS Hornet in land based bombers to attack the Japanese home islands. As a result of this attack, which caused the Japanese to want to extend their first line of defense as far east as possible, the Japanese advanced the date of their planned attack on Midway. On 5 May, Imperial General Headquarters issued "Navy Order No. 18" directing Admiral Yamamoto to carry out the occupation of Midway Island and key points in the western Aleutians in cooperation with the Army.

At the same time, Japanese Navy communication activity in the vicinity of Japan dramatically increased, reflecting naval exercises conducted in preparation for both the Midway and Aleutian operations. On 7 May, Hypo provided a translation of the agenda for a Japanese aviation conference, called by Commander in Chief, 1st Air Fleet (Vice Admiral Nagumo), scheduled for 16 May. The conference concerned tactics to be employed in obtaining air superiority over a target, assisting in amphibious landings, and bombing and strafing attacks to wipe out local resistance. On 9 May, Melbourne intercepted and translated "1st Air Fleet Striking Force Order No. 6," which confirmed the creation of a new carrier strike force and that a major Fleet movement would begin on 21 May. In response to this COMINT, American cryptanalysts supplied warning notices of Japanese offensives scheduled for late May.

On 19 May, the Officer in Charge of COMINT processing at Hypo (Commander Joseph J. Rochefort) and the intelligence officer for the Pacific Fleet (Lieutenant Commander Edwin T. Layton), identified Midway and Dutch Harbor, Aleutian Islands, as specific Japanese objectives. On the 22nd, following a radio deception operation, Melbourne completely confirmed that "AF" meant Midway. Hypo then discovered the date cipher used in Japanese message traffic. This meant analysts could determine exactly when the attack would take place. After examining previously intercepted messages, Hypo predicted an attack on Midway on 4 June. Admiral Nimitz used this estimate to plan American countermeasures.

"AF is short of Water". The Navy has a full story of the breaking of JN-25, the Japanese command code. Click here for the story of how the cryptologists broke the code.

On 26 May, since COMINT suggested the Japanese intended to approach from that direction, submarine USS Gudgeon (SS-211) sailed for a surface patrol northwest of Midway. Also on the 26th, aircraft ferry USS Kitty Hawk (AKV-1) arrived at Midway with reinforcements for Marine Air Group (MAG) 22, a light tank platoon earmarked for a mobile reserve, and the 3d Defense Battalion, equipped with 3-inch antiaircraft guns. On that same day, Task Force Sixteen (TF 16) under the command of Rear Admiral William F. Halsey, and centered around USS Hornet (CV- 8) and USS Enterprise (CV-6), returned to Pearl Harbor from the South Pacific to begin preparations for the upcoming battle. Although suffering from damage inflicted by Japanese bombs during the 7-8 May Battle of the Coral Sea, USS Yorktown (CV-5) returned the next day.

Also on the 26th, the Japanese Northern Force, which included two light carriers, sailed from Ominato toward the Aleutians. The next day, Japanese forces began getting underway for Midway. Chief among them was First Mobile Force, Carrier Strike Force (Vice Admiral Nagumo Chuichi), comprising the four large carriers Akagi, Kaga, Soryu, and Hiryu with a total of 229 carrier aircraft. On the 28th, the Japanese First Fleet, Main Body (Admiral Yamamoto in battleship Yamato) sortied from home waters. The Second Fleet, Escort Force (Rear Admiral Tanaka Raizo), including 15 transports, sailed from Saipan; Second Fleet, Occupation Support Force (Rear Admiral Kurita Takeo) sortied from Guam. These forces were supported by 17 patrol seaplanes.

AKAGI (picture from 1927)
KAGA

HIRYU

Task Force 16 (TF16 under the command of Rear Admiral Raymond A. Spruance), formed around Enterprise and Hornet, departed Pearl Harbor on 28 May to take up a position northeast of Midway. Spruance replaced Halsey for this operation because Halsey was suffering from a painful attack of shingles. Two days later, Task Force Seventeen (TF 17) under the command of Rear Admiral Frank Jack Fletcher, formed around the quickly repaired Yorktown, and sailed from Pearl to join TF 16 northeast of Midway. When TF 17 and TF 16 joined about 350 miles northeast of Midway on 2 June, Rear Admiral Fletcher became officer in tactical command. The three American carriers, augmented by cruiser-launched floatplanes, provided 234 aircraft afloat. These were supported by 110 fighters, bombers, and patrol planes at Midway. As part of pre-battle disposition, 25 fleet submarines under the command of Rear Admiral Robert H. English were deployed around Midway.

USS ENTERPRISE CV-6

USS HORNET CV-8

USS YORKTOWN under repairs on May 31, 1942 at Pearl Harbor.

Meanwhile, on 29 May, seaplane tender (destroyer) USS Thornton (AVD-11) arrived at French Frigate Shoals to relieve light minelayer USS Preble (DM-20) on patrol station there. The presence of U.S. ships at French Frigate Shoals prevented the Japanese from refueling flying boats to reconnoiter Pearl Harbor. Although the Japanese could not visually confirm the departure of Task Forces 16 and 17 from Pearl Harbor, American preparations to defend Midway were on the verge of discovery anyway. Japanese COMINT stations not only learned of carrier movements in and out of Pearl Harbor, simply by listening to increased air-ground radio chatter, but traffic analysis of "Urgent" American radio messages coming out of Pearl Harbor suggested at least one Task Force was at sea. Incredibly, these discoveries by Japanese COMINT were withheld from the Midway Strike Force because of Yamamoto's strict radio silence restrictions.

On 3 June, in the preliminary moves of the Battle of Midway, American land-based aircraft from Midway located and attacked Japanese transports about 600 miles west of Midway Island. U.S. Army Air Force Boeing B-17 ("Flying Fortress") bombers inflicted no damage, however, and four Consolidated PBY ("Catalinas") from VP-24 were sent out for a night attack on the approaching transports. As part of the overall Japanese plan, the Second Strike Force (Rear Admiral Kakuta Kikuji) bombed Dutch Harbor with planes from light carriers Ryujo and Junyo. In an event whose importance became clear only later, one Mitsubishi A6M ("Zeke") carrier fighter was disabled by antiaircraft fire and made an emergency landing on Akutan Island. The pilot, fooled by the flat ground, flipped the plane over upon landing in a bog and was killed. American intelligence analysts later studied the plane to discover its strengths and weaknesses. It was repaired and flown by the highly interested Americans who found that this plane, a terror of Pacific skies, had a major weakness: a very light armor protection.

 Battle

While the Aleutians bombing diversion was underway, the First Carrier Force under Nagumo was plagued by the bad weather and a lack of intelligence. A flying boat was supposed to make a reconnaisance flight over the Pearl Harbor and see if US carriers were there, but the submarine which was supposed to provide fuel for that plane had to stay under water because of the presence of an American seaplane carrier. But Nagumo kept on going as planned.
June 4, 1942 was a day when four Japanese carriers of the First Carrier Division would launch their planes on Midway. At exactly 0400 the order was given for all pilots to man their planes. All planes were ready by 0430, and at that moment floodlights bathed flight decks with light, and the first plane went down the flight deck. A total of 108 planes took off as a part of the strike against Midway. Each of four carriers contributed 9 fighters while the rest were bombers. As a protection against the possible air attack nine planes were sent from Kaga while nine more were ready to take off from Akagi if necessary. Eighteen planes to cover twenty-one vessels, four of them carriers, was indication of the self confidence with which Japanese approached the battle of Midway. Each carrier kept a certain number of bombers as a part of the second strike which would either go against Midway (if there was a need for the second strike) or be ready to deal with American fleet, if it showed up.
At the same time, 3 reconnaissance planes were sent to search for a possible American intervention force. One plane from cruiser Chikuma developed engine trouble and was launched with a 30 minute delay. At exact same time 10 SBD-3 planes from Yorktown's VS-5 took off in search of Japanese carriers.
At Midway a division of six F4F-3 "Wildcat" fighters of VMF-221 was launched at 0400 as well as 11 PBY-5 flying boats of VP-44. The engines of other planes were warmed up, planes armed and ready to take off at moment's notice. It was decided to split 21 F2A-3 "Buffalo" and 7 F4F-3 fighters in two groups in case of a Japanese strike from more than one direction. At 0500 the patrol fighters were called down to refuel. A landing accident left marines with only 3 Wildcats.
Then, at 0530 a report from one of the PBYs piloted by Lt. Howard Ady located Japanese carrier(s) bearing 320 at a distance of 180 miles. Ten minutes later another report came in, this time from PBY piloted by Lt. William Chase. He sent out a famous report "Many planes heading Midway." At 0552, Lt. Chase stumbled upon the Nagumo Force and sent out a report saying that he sighted "two carriers and main body ships..." A minute after this report was received, a radar station at Midway picked up a contact 93 miles out at 310 degrees, altitude 11,000 feet. All fighters were scrambled immediately, followed by B-26s and TBFs at 0600.

"Hawks at Angels Twelve"
The Japanese approach was the simplest they could make. They were flying in formation at 11,000 to 12,000 feet and were all in one group. A Division of three Wildcats under the Lt. Carey spotted them at 0612. He spied them at first, and then he grabbed his radio receiver and said:
"Hawks at Angels Twelve!" (meaning that enemy bombers are at 12,000 feet)
The battle started some 40 miles away from Midway. Carey dived on its prey, aiming at the leading plane. He pressed his attack until his target exploded. A rear seat gunner of one plane raked Carey's plane with machine gun bullets, smashing steel in both Carey's legs. Carey's wingman, Lt. Canfield also shot down a plane, but he had to run away when Japanese Zeros turned toward him. He retreated into a cloud, and stayed there for some time. Then he joined Carey on the way back to Midway. Carey was in severe pain, and he nearly passed out on the way back. Canfield landed first followed by Carey. Carey could not move his legs and thus could not control the rudder pedals. His plane slid off the runway and buried its nose into the sand beside it. Two men pulled him out and right into the trench just as the first bombs started falling down.
Meanwhile, other units engaged enemy flight. Captain Carl and his division charged right into one formation. Carl turned back to see the results, but instead found several unfriendly Zeros on his tail. He managed to get away and shoot down one plane before landing. Major Parks never came back, nor did any other plane of his division. Very few fighters survived. Fourteen out of 26 pilots were killed, many were wounded, and only two planes were fit to fly again. The defense of Midway was now in the hands of gunners.
Attacks lasted from 0630 to 0643 during which every building became a target, even the Navy dispensary, clearly marked with a red cross. All hangars were hit, the Post Exchange, and the Navy laundry building. After the bombers dropped their eggs, fighters began strafing the ground targets. At 0643 it was all over. Lieutenant Tomonaga, the leader of Japanese flight assesed the damage inflicted and called for the second strike.
As soon as the Japanese flight was picked up (0600), all bombers were sent to attack the enemy carriers (five flights in total). First to take off were six TBFs of VT-8's detachment under the leadership of Lt. Langdon Fieberling, followed by four B-26 bombers under Captain James Collins, Jr. Midway instructed them to "attack enemy carriers bearing 320 degrees, distance 180, course 135 degrees, speed 25 knots."
They reached the target area by 0710. Japanese fleet covered the whole horizon. Akagi was the first to see the unwelcome guests at 0705. Nagumo sent 10 Zeros to intercept them, while the ships of the screen opened fire.
TBFs opened their bomb bay doors (just in case if they had hydraulics failure). Five of them were shot down easily. A sixth, piloted by Lt. Earnest was the only survivor. Earnest's rear gunner was killed almost as soon as the action started, and Earnest himself was hit in the neck, and was bleeding horrendously. His elevator was useless, his gunner was dead, radio operator knocked unconscious, and he was wounded. He had no hope of reaching the carriers, so he dropped a torpedo on a cruiser. The torpedo never hit. Earnest managed to get out, with his electrical system out, hydraulic system gone, he could not close the bombbay doors, he had no compass reading, and in fact, the engine and himself were the only thing still working. Navigating by guess, he managed to get to Midway. His radio operator, Ferrier, regained consciousness in the meantime. They touched down at 0940, the sole survivors of the whole detachment.
Meanwhile, the B-26s attacked. Turning slightly to port and then sharply to starboard, to avoid AA fire, they went after Akagi. Two planes were shot down. Collins released his torpedo 800 yards away, while the plane flown by Lt. Muri released at 450 yards. Muri's plane had taken a considerable punishment. Several hundred bullets hit the bomber, but Muri managed to get away. No torpedoes hit, even though Army pilots claimed they did.
At about this time Nagumo got Tomonaga's message asking for the second strike. He still had no indication of the presence of any American surface force. Thus, he ordered all planes from the second strike to be armed with bombs to attack Midway.
The situation abruptly changed at 0728 when the scout plane from cruiser Tone spotted the American fleet and reported: "Sight what appears to be 10 enemy surface ships, in position 10 degrees, distance 240 miles from Midway. Course 150 degrees, speed over 20 knots."
What this plane did not report were the ship types. If there were no carriers, they could attack Midway first and then deal with them. But if not...
Nagumo ordered torpedoes left on the planes that were not changed yet for the purpose of attacking the US fleet. Two minutes later he radioed the scout plane asking for ship types. While the Japanese were changing bombs for torpedoes, at 0748 Midway's divebombers under the leadership of Major Henderson appeared. These were 16 SBD-2 "Dauntless" planes which took off at the same time as TBFs and B-26s from Midway (at around 0610), and were also directed by Midway station to attack Japanese carriers.
Henderson's planes ran into Soryu's fighters as soon as they caught glimpse of the enemy carriers. Henderson's plane was shot down immediately, so Captain Elmer Glidden took the lead, breaking out at about 2,000 feet almost directly over the Hiryu. He began his dive, followed by others at 5 second intervals. Pulling out of the dive Glidden thought he saw couple of hits, but actually, they all missed. The best they did was to completely ring the carrier with bombs, throwing geysers of water all around it. In the meantime Lt. Daniel Iverson attacked a carrier which had escaped all attention of his squadron mates. He dived towards it and released the bomb which fell some 50 yards off the Kaga's stern. As soon as he pulled out of the dive, he was attacked by Zeros, which "hit him couple of times" (a major piece of understatement, for after he landed back, he counted 210 holes in the fuselage!). Marines credited themselves with three direct hits and several near misses an a Kaga class carrier, while in fact the scored no hits. Eight out of sixteen planes were lost in this action.
At 0758 another message was received from the scout tracking the American fleet. This time he reported a drastic change in the course of the enemy (Japanese should have known that these ships were turning into the wind, and that there were carriers present in that group!). A few minutes later another message reached Nagumo from this plane saying that the enemy force is composed of 5 cruisers and 5 destroyers. And again, for the third time in an hour, Nagumo ordered bombs loaded on the planes, instead of the torpedoes.
Then at 0806 Chikuma caught sight of another group of planes coming in. These were again planes from Midway, this time the famous B-17s, the "Flying Fortresses" under the leadership of Lt. Col. Walter Sweeney. His planes dropped bombs from the altitude of 20,000 feet, scoring no hits. Japanese did not even try to attack these planes, for if they were as tough as it was reported, it would have been useless.
As this attack was underway, yet another group attacked. This time it was a group of 12 SB2U-3 dive-bombers under the leadreship of Major Benjamin Norris. These slow and lightly armoured planes were an easy prey for Zeros. It is surprising that only two planes were lost to Zeros, while two more had to ditch for the lack of fuel.
This was the last attack from Midway that morning. No Japanese ships were even scratched!

As the last attack was underway a periscope broke the surface right in the middle of the Japanese fleet. It was the periscope of the USS Nautilus under the command of Lt. Cdr. William H. Brockman, Jr. A battleship on his port bow started shooting his main battery at his periscope, for which Brockman retaliated by a torpedo, which the battleship dodged. Then he took his sub down to escape a depth charging attack that the Japanese destroyer Arashi was about to deliver. It was going to last for some 45 minutes.
Meanwhile on Akagi's bridge Admiral Nagumo received another message from Tone's scout plane, at 0820. This time it jolted everyone present: "The enemy is accompanied by what appears to be a carrier..." All the staff on the bridge was shocked. Now Nagumo, again ordered bombs to be exchanged for torpedoes, wanting to attack the US fleet. But he could not launch them before he recovered the planes that were coming back from the attack on Midway, or else they would all have to ditch. He had 18 torpedo planes from Akagi, 27 from the Kaga, 36 divebombers from Hiryu and Soryu, and 12 Zeros from all four ships, ready to be launched as soon as the Midway strike was recovered. In all this confusion, another message came from the screening ships, saying that 10 enemy planes are coming in. BUT, these planes did not come from Midway!

The Midway defenders didn't know that the US carriers were going to be there. They were told that they were needed for the defense of Hawaii, and that they were on their own (it was said for the security reasons). But they were there, waiting!
The first confirmation that the enemy carriers were sighted was received at 0534 on the bridge of the Enterprise. At 0553 Enterprise picked up another transmission which said that the planes are heading towards Midway. Unfortunately this message gave no clue as to the number of carriers sighted. But, they had the position of the enemy carriers, and they were determined to hit the Japanese with everything they had. It was mentioned that Fletcher launched 10 SBDs of Yorktown's VS-5 at 0430, to search for the enemy fleet. So, the Yorktown had to continue on the same course until these planes returned. Fletcher signaled Spruance at 0607 to turn into the wind and launch everything he had. Spruance had originally planned to start launching at 0900, when the enemy carriers would be some 100 miles away, but in the next half hour he realised that he had no time to wait, because Midway was under attack. If he wanted to inflict the maximum damage, he had to launch immediately. He consulted Miles Browning, his chief of staff, and decided to launch immediately, because Nagumo would have to hold the course until he recovers all planes from the Midway strike (they estimated time of recovery at around 0900). The order was given to launch immediately, starting at 0700.


Flight deck of the USS YORKTOWN on the morning of June 4, just before the attack on the Japanese carriers. These are SBD-3 planes of VS-3


The USS Enterprise launched 10 F4F-4 Wildcat fighters of VF-6, under the Lt. James S. Gray, 33 SBD "Dauntless" dive-bombers of VB-6 (led by Lt. Richard Best) and VS-6 (led by Lt. Wilmer Gallaher) and 14 TBD-1 torpedo bombers of VT-6 led by Lt. Cdr. Eugene Lidsey. Overall leadership of Enterprise's planes belonged to Lt. Cdr. Clarence W. McClusky, flying in a SBD.

VT-6 is being launched from the deck of the USS ENTERPRISE. Only four out of fourteen planes from that squadron came back

The USS Hornet launched 10 Wildcats of VF-8 (Lt. Cdr. Samuel Mitchell), 35 SBDs of VB-8 (Lt. Cdr. Robert Mitchell) and VS-8 (Lt. Cdr. Walter Rodee), and 15 TBDs of VT-8 (Lt. Cdr. John Waldron). Overall leadership belonged to Cdr. Stanhope Ring flying in SBD.
The USS Yorktown had to delay the launching of its air group until they recovered 10 planes of VS-5, and launched (beginning at 0845) 12 TBDs of VT-3 (Lt. Cdr. Lance Massey), 6 F4F-4s (Lt. Cdr. John Thatch) of VF-3 and 17 SBD-3s of VB-3 (Lt. Cdr. Maxwell Leslie). Planes of VS-5 were not launched into the attack.
As Enterprise's VB-6 and VS-6 left, Lt. Jim Gray and his VF-6 were taking off. Torpedo bombers of VT-6 were next, leaving at 0806.
On Hornet, John Waldron and his VT-8 were leaving at about the same time. In his group, flying the plane with marking 8-T-14 (fourteenth plane of VT-8) was Ens. George Gay. This was the first time he took off from a carrier with a torpedo. Neither Air Group knew what the other one was going to do. Enterprise bombers were going first, while fighters and torpedo bombers were chasing after them.

VT-6 and VT-8 were now going separately, but close to each other, their courses differed by only few degrees. Lindsey and his VT-6 were following the course of 240 degrees, while Waldron and his VT-8 were following a more westerly course, John Waldron following his intuition rather than calculations which took him straight to the Japanese fleet!
Jim Gray, leading VF-6 had a job of protecting both VT-6 and dive bombers of VB-6 and VS-6. Since the former flew low and latter flew high, it was decided to have fighters fly high, for it was much easier to dive down and help torpedo bombers than to climb up and protect dive bombers. However. Jim Gray mistaked VT-8 for VT-6 and went following them instead of VT-6. High above the clouds VS-8 and VB-8 flying together overtook Waldron's squadron, and continued on to the southwest. The rendezvous had failed. Soon afterward, Waldron noticed the Japanese fleet on the horizon, and started his attack run all alone. Gray and his VF-6 lost the Torpedo 8 due to the cloud cover. Fifteen planes had no fighter protection, but still they came in, at 0918. Outnumbered by Zeros, they stood no chance. One by one, the TBDs were all chopped up to pieces. Waldron directed his flight towards the Japanese carriers, but then, he was gone too. When George Gay, flying the last plane in the section, looked around he saw two other TBDs of his squadron, which were soon both picked out. Gay was now all alone. His gunner was wounded, so was Gay. More and more bullets hit his vunerable plane, but Gay was finally close to its target: carrier Kaga. He launched his torpedo, and zoomed right over the Kaga, seeing "the Captain jumping up and down raising hell." He tried to shoot at them with his machine guns, but there was no response from them when he pulled the trigger. Zeros were still on his tail. Overwhelmed, his plane fell into the ocean. The fifteenth and last plane of VT-8 was gone. Gay managed to get out of the plane before it sank. Fifteen planes, thirty pilots and gunners, and only one survivor! He was pulled out a day later.
In the meantime, Torpedo 6 continued without fighters (they didn't know it at the time), flying at 1,500 feet. Lindsey caught the first glimpse of Japanese at 0920 (soon after Waldron attacked), and went into the attack at 0931. Picking the closest carrier as his target, Lindsey split his 14 plane squadron in two divisions, to hit the carrier from both sides. It took him 20 minutes to reach the carrier while the Zeros were chopping them up. They never reached a decent launching position, and at 0958 the remaining planes started attack runs. Lt. Ed Laub released his torpedo some 500-800 yards out, three other TBDs doing the same thing. All four missed the target; ten other planes were gone.

In the meantime Jim Gray came to the scene. Through the holes in the overcast he saw some torpedo squadron making the run on the Japanese carrier, jumped by the fighters. It was too late to do anything for that squadron. At 1005 he took his squadron back to the Enterprise.
Yorktown's torpedo squadron, VT-3, arrived at the scene at 1000 just as the VT-6 ended its attack. At the time Japanese carriers were 30-40 miles away. Just like the other two torpedo squadrons, they had no fighter protection (it would arrive later, but too late to be of any help), but they kept coming in. First two Zeros ripped into the formation when they were some 14 miles away. Then more Zeroes arrived. After Massey was shot down, it was up to pilot Esders to lead the attack. Everywhere he'd look, he could see planes falling down from the sky. There was only one other plane left with him, that of Lt. Corl. They released torpedoes, but missed, and started their trip back to the Yorktown.
The attacks of carrier torpedo planes ended in a disaster. Thirty-five (10 out of 12 from VT-3, 10 out of 14 from VT-6 and 15 out of 15 from VT-8) were shot down. The six survivors were in no shape to fly. They inflicted no damage to the Japanese in turn for their losses. But they drew all Japanese fighters down to the sea level, and left the skies above them clear for the dive bombers that were coming in at that moment. It was 1026.
Planes from the Midway strike were recovered by 0918 (time when VT-8 attacked), and the whole Japanese fleet changed its course to 070 degrees to close in with the American fleet. The planes from the second wave were readied for attack on the US fleet. Planes were brought from hangars to the flight deck, fully fueled and armed. The bombs that were taken off were not returned to the bomb storage aboard the four Japanese carriers, and were left lying all over the hangar deck. A great fire hazard!
These planes could not be launched while the American attack was underway. To make matters worse the submarine Nautilus was around, and the destroyer Arashi stayed behind the Japanese fleet to depth charge her. Arashi's attack was over by 0930, when her captain turned her around, and with full speed went after its fleet. Nautilus survived.

 Dive bombers attack

Lt. Cdr. McClusky led 33 SBDs of VB-6 and VS-6 along the prescribed course until 0930. He was at the exact spot where the whole Japanese fleet should have been, 142 miles from the Enterprise, but there was no one in sight (note that the Japanese fleet changed the course in the meantime). Nothing but the ocean. The change in the texture of the sea to the left indicated that the coral reefs of Midway were just behind the horizon. But where were the Japanese carriers? He looked at his fuel gauge. He had less than half left. He had to decide fast what was he going to do. He made a right decision, which decided the outcome of the whole battle and turned the tide of the whole war in the Pacific. He decided to go out an extra 35 miles on the course 240 degrees, then turn northwest parallel to the anticipated Japanese route. At 0955, some 7 minutes after he turned into the new course, he spotted a wake of a lone ship below him, and decided to follow him. It was Arashi, a destroyer that stayed behind to deal with Nautilus. At 1005 they had the First Carrier Force in sight.
There was no fighter protection over the enemy carriers (remember, they were low, still dealing with the torpedo bombers). Flying at 20,000 feet McClusky decided to lead the Gallaher's VB-6 whose planes were armed with 1,000-pound bombs, and he instructed Lt. Best, the leader of VS-6 whose planes had 500-pound bombs (they were first to take off, so they did not have a deck space long enough to take off with 1,000 pound bombs) to hit the carrier to port (which was Akagi). He led VB-6 over Kaga. Somehow, Best missed the instructions, and assumed that Kaga was his target (it was closer than Akagi and Best was behind Gallaher's squadron). Best split his division in three to hit the enemy carrier from different directions, and prevent concentration of her AA fire. At the time Best's VS-6 was 5,000 feet below McClusky and Gallaher. Just as he was about to commence his attack, McClusky plunged past him like a kingfisher. Best broke off his dive and took off toward Akagi.
The time was 1022.
Japanese were totally surprised when the lookouts spotted enemy dive bombers. McClusky's unit was in its dive. It was too late for Japanese to do anything now. They released their bombs from 1,800 to 2,500 feet. The first three bombs missed. Fourth bomb hit, and in an instant turned the whole flight deck into a firestorm! Full of armed and fueled planes, the flight deck of the Kaga burst into flames. The next two bombs missed, seventh and eighth bombs struck near each other, near the forward elevator, penetrating it and exploding in the hangar, with more fueled and armed planes, ready to be lifted up to the flight deck. Fire erupted instantaneously. Kaga was in mortal danger. It was completely on fire, all power was cut off, the whole bridge was wiped out, and there was no hope of containing the fires.
While this attack was in progress, Best took his men down to Akagi. As Best looked through the telescope sight of his SBD, he saw a plane taking off the deck. He released at 2,500 feet and was sure that the bomb could not miss. It was a near miss. The second bomb scored a direct hit near the amidship elevator, exploding in the hangar. The next bomb had the most devastating effects. As with Kaga, Akagi's planes were also on the deck, ready to be flown against the US fleet. These two bombs started the chain reaction of explosion that sealed the fate of this carrier too. Radio room and antenna had been destroyed, fires were getting out of control, and the flooding had also been reported. Admiral Nagumo transferred his command from Akagi to the cruiser Nagara.
As incredible as it may sound, at the exact moment as the attacks on Akagi and Kaga were underway, another group of planes paid their respect to the carrier Soryu. It was Yorktown's VB-3 which was launched an hour later. During this delay, Fletcher and his staff put this time to a good use and estimated that as soon as the planes from the Midway strike were recovered, Nagumo would change the course. So, Yorktown's planes were given a different set of instructions which took them straight to the Japanese carriers. Yorktown's group had only 17 SBDs, and soon after the take off, Max Leslie, VB-3 leader, gave the order to arm the bombs. Due to a bug in the arming mechanism 4 planes dropped their bombs to sea. All of a sudden there were only 13 planes fit to attack. They took off at 0900, together with planes of VT-3 and VF-3. They spotted the First Carrier division at 1005 (the same time as Enterprise's dive bombers). To the westward, Leslie saw a carrier with the superstructure on the port side (Hiryu), still busy dodging planes of VT-3. Thinking that this group was VS-5 under the command of Lt. Wallace Short, he told him to hit the carrier to westward (only later he found out that VS-5 never took off the Yorktown). Leslie's wingman called him and said that his target was launching planes. So, Leslie started his dive towards Soryu. Thirteen planes scored 5 direct hits and three very near misses. Soryu suffered the greater damage than Akagi or Kaga, but it didn't really matter. All three carriers were burning like hell, their fates sealed. Fires were raging everywhere on Soryu, crewmembers trapped belowdecks. At 1055 Capt. Yanagimoto ordered "abandon ship."
In only three minutes, these three squadrons, VB-6, VS-6 and VS-3, sealed the fates of three Japanese fleet carriers, and turned the tide of the whole war!

Japanese counterattack

As the planes of VB-3, VS-6 and VB-6 headed home, they left behind them three Japanese carriers afire, beyond hope. Akagi, Kaga and Soryu, all three, the prides of Japanese navy and Pearl Harbor veterans were reduced to burning wrecks in only three minutes! But the fourth Japanese carrier, the Hiryu was not damaged. Her planes were ready, and at 1054 the first plane took off. The strike consisted of 18 dive bombers and 6 Zeros. There were no torpedo bombers, because there was no time to put torpedoes on the planes that returned from Midway strike. This small force found the American carriers by following American planes that were returning home.
Yorktown's planes were over their carrier by 1115. They were waiting for VF-3 to land first, orbiting over the carrier. In the meantime, Fletcher sent 10 of the 17 planes from VS-5 to look for the fourth carrier (not knowing that Hiryu was exactly where other three carriers were). VF-3 began landing at 1145, and at 1152 an air raid alarm went off.
Yorktown's radar picked up a large group of planes 32 miles away and closing. The screening destroyers moved in close. The cruisers Astoria and Portland stood off to starboard, in between the Yorktown and incoming intruders. Yorktown turned southeast, showing her stern to the attackers, and cranked up her speed from 25 to 30.5 knots. Fuel lines were drained and filled with carbon dioxide. All guns were manned, pointing west where the attack was going to come from. Combat Air Patrol (CAP) of 12 Wildcats was vectored to intercept the bogeys. The dogfight broke out some 20 miles away from the Yorktown. People on the Yorktown could see the smoke trails and fireballs in the distance, marking the end of a Japanese plane - or American. Captain Buckmaster moved into position ready to start giving orders for sharp evasive turns, to throw off the aim of the enemy dive bomber pilots. Yorktown's dive bombers were still circling the carrier, waiting for their turn to land, when they were told to go and land on the Enterprise or Hornet. Only eight planes of the original 24 managed to get to the Yorktown. Yorktown and the ships of the screen were throwing an enormous amount of AA fire into the sky as the dive bombers began their runs. A burst of fire got one before he started his dive. The leader was chopped up to pieces, but he managed to release the bomb which hit the flight deck aft of the island. It killed 19 out of 20 men manning the 1.1'' quadruple mount. As it ripped through the deck, it set three planes in the hangar afire. The fire was quickly brought under control. The second bomb penetrated three decks and exploded in the uptakes of the stack deep inside the ship. This bomb caused the most damage. Yorktown's speed fell down to 6 knots. The third and final hit was scored on the forward elevator lighting fires in the rag stowage space, which was next to the 5'' magazines. The fires were brought under control there as well.
As the attackers pulled out of the dives, destroyers and cruisers blazed away at them with everything they had. Very few Japanese planes came out alive.
Some 20 miles away were Enterprise and Hornet were watching the sky in the distance filled with gun bursts. Then a heavy column of smoke rose, indicating that the Yorktown was hurt. Her two sister ships sent cruisers Pensacola and Vincennes from their own screen, as well as destroyers Benham and Balch. Some fighters were sent as well, but too late to help.
At 1216 (15 minutes after it started) the attack was over.


Smoke rises over the damaged YORKTOWN after the first attack

In the meantime, Hiryu prepared another strike consisting of 10 torpedo planes and 6 fighters. Only 6 planes from the first strike survived. They radioed that the enemy carrier was burning and that there were two more carriers present. The second strike was sent at 1245. While Hiryu was trying to turn the tide of the battle, Akagi, Kaga and Soryu were losing their battle for life with flooding and fires raging.
Repairs on the Yorktown were underway as soon as the last Japanese bomber left te scene. Her radio was out, so Admiral Fletcher transferred his flag to cruiser Astoria. Yorktown's engines had to be brought to a full stop in order to repair the damage. By 1402 Yorktown regained her speed - 5 knots only. Then at 1410 the second flight of Japanese planes registered on American radars (the one sent from Hiryu at 1245). At 1418 speed was brought to 8 knots, then 10, 12, ... 15 knots by 1428. Now Japanese planes were only 37 miles away. Some 10 miles away, Wildcats from Yorktown's CAP tore into the enemy formation, tangling with 6 Zeros. At 1440 the screening ships opened fire. Some torpedo bombers got through and launched torpedoes at the Yorktown. Capt. Elliott Buckmaster had only 19 knots available to avoid 42 knot torpedoes launched from both bows.

YORKTOWN hit by a torpedo at 1442

He managed to dodge two, but at 1442 the first torpedo hit in the port side, quickly followed by another at the same place. His ship developed a 6 degree list, that increased to 17 degrees, while the rudder was jammed 15 degrees to port. The attack ended at 1452. Yorktown came to a stand still, listing 26 degrees to port.
USS YORKTOWN listing 26 degrees to port after the second attack

All the power was gone, and thus the hope that she may be saved. Not wanting to risk the crew, Capt. Buckmaster ordered "Abandon ship" at 1455. Screening destroyers moved in to rescue the crew, and fished everyone out. The captain was the last man off the ship, after he made sure there was no one left behind.
While the Yorktown drama was unfolding planes of VS-5 made contact with Hiryu, and reported her position to Enterprise and Hornet. All the planes that were capable of flying were armed and fueled. At 1530 Enterprise turned into the wind and commenced launching 24 SBDs under Gallaher's leadership to strike Hiryu. As this was going on at 1527 a group of 11 SBDs approached Hornet. These were planes that missed action that morning and went and landed at Midway. They had refueled and came back. They were armed and sent to get Hiryu at 1603. It had been a bad day for Hornet who lost all it's torpedo bombers, but the return of 11 SBDs that were considered lost forever, turned gloom to joy.
Fletcher now gave Spruance the full command of the two Task Forces.
This time they were easy to find. Gallaher spotted Hiryu at 1645 some 30 miles away, and were over her by 1658. The Japanese were preparing the third attack at that time, destined never to take off. Gallaher led Enterprise's planes to strike Hiryu, and instructed Wallace Short and his VS-5 to attack a nearby battleship. Hiryu's captain managed to throw off their aim. Seeing them miss, Short led his squadron away from the battleship and hit Hiryu instead together with Enterprise's planes. Four hits were scored in a quick sucession. Hiryu met the same fate as the other three carriers of the First Carrier Force, burning and sinking.
The Japanese had had enough. Admiral Yamamoto ordered a retreat.
Soryu sank that night at 1915, Kaga 10 minutes later. Akagi was scuttled the following morning (June 5) at 0500, while Hiryu sank at 0900. All four carriers took part in the attack on Pearl Harbor.
During the battle, Japanese destroyers had picked up three U.S. naval aviators from the water. After interrogation, however, all three Americans were murdered. One TBD pilot, Lieutenant George Gay escaped detection by the Japanese ships and was later rescued by a PBY. There is a US Navy interview with Lt. Gay after the battle on their website here.
The last air attacks of the battle took place on 6 June when dive bombers from Enterprise and Hornet bombed and sank heavy cruiser Mikuma, and damaged destroyers Asashio and Arashio,as well as the cruiser Mogami. At Admiral Spruance's expressed orders, issued because of the destruction of three torpedo squadrons on 4 June, "Devastators" from VT-6 that accompanied the strike did not attack because of the threat to them from surface antiaircraft fire. After recovering these planes, TF 16 turned eastward and broke off contact with the enemy. COMINT intercepts over the following two days documented the withdrawal of Japanese forces toward Saipan and the Home Islands.

SBD dive bombers arrive over the Japanese heavy cruiser MIKUMA (in the middle of the picture, smoking)

Meanwhile, on the 6th, Japanese submarine I-168 interrupted the U.S. salvage operations, torpedoing Yorktown and torpedoing and sinking destroyer USS Hammann (DD-412). Screening destroyers depth-charged I-168 but the Japanese submarine escaped destruction. Yorktown, suffering from numerous torpedo hits, finally rolled over and sank at dawn on 7 June.
On 9 June, submarine Trout (SS-202) rescued two survivors from sunken Japanese heavy cruiser Mikuma. Ten days later, on the 19th, seaplane tender (destroyer) USS Ballard (AVD-10) was directed by a PBY to the site where Hiryu crewmen were in the water. The tender rescued 35 Japanese survivors who, as members of the engineering department deep in the ship, had been left for dead in the abandonment of the carrier. On 21 June, a PBY from VP-24 rescued two men from an Enterprise TBD about 360 miles north of Midway. These were the last survivors of the Battle of Midway to be recovered.

Significance of Midway

Thanks to American signals intelligence, judicious aircraft carrier tactics, and more than a little luck, the U.S. Navy had inflicted a smashing defeat on the Japanese Navy. Although the performance of the three American carrier air groups would later be considered uneven, their pilots and crew had won the day through courage, determination, and heroic sacrifice. The Japanese lost the four large carriers that had attacked Pearl Harbor, while the Americans only lost one carrier. More importantly, the Japanese lost over one hundred trained pilots, who could not be replaced. Recognizing this defeat for what it was, Admiral Nagumo's Chief of Staff later wrote: "I felt bitter… I felt like swearing." In a larger strategic sense, the Japanese offensive in the Pacific was derailed and their plans to advance on New Caledonia, Fiji, and Samoa postponed. The balance of sea power in the Pacific shifted from the Japan to an equity between America and Japan. Soon after the Battle of Midway the U.S. and their allies would take the offensive in the Pacific.



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