Midway (1976) Script


Admiral Yamamoto, please.

He asked not to be disturbed.

It is most urgent.

Admiral Yamamoto?

Tokyo has been bombed.


Ten minutes ago, Admiral.

Yokohama, Kawasaki and Yokosuka were also bombed.

His Imperial Majesty is unharmed, sir.

I personally phoned the palace. The Emperor is safe.


Very little to Tokyo.

The other cities haven't reported in yet, but it seems probable that they too were barely scratched.

How did they do it, Watanabe?

They launched long-range land-based bombers from their carriers, B-25s.

They came in at treetop level, they weren't even seen until they were over the city.

Tokyo... Bombed!

Sir, I understand your deep concern for the Emperor's safety, but...

You may speak freely, Commander.

Sir, this raid is a blessing in disguise.

The Americans have done us an invaluable service.

They have proven you correct.

Our homeland is not invulnerable to attack.

After today, there will be no more foot-dragging by the general staff.

Now they will certainly approve your Operation M-I.

ANNOUNCER ON RADIO: Lieutenant Colonel James H. Doolittle led the raid with a force of 16 B-25s and an all-volunteer crew of airmen.

Most of the planes carried three 500-pound demolition bombs and single incendiary clusters, which were dropped on oil stores, factory areas and on some of the military installations of Tokyo.

A few planes went on to make minor strikes on Kobe, Yokohama and Nagoya, with one bomb hitting the Japanese aircraft carrier Ryujo.

News of the raid has had a most heartening effect on American morale and the morale of our allies, while at the same time constituting a blow to the prestige of the Japanese.


Yes, sir.

ANNOUNCER ON RADIO: At his press conference today, President Roosevelt was asked the following questions, quote, "Mr. President, couldn't you tell us about that bombing?

"Where did those planes start from and go to?"

He replied, "Yes, the time has now come to tell you.

"They came from our new secret base at Shangri-La." Unquote.

Well, my God, it's Captain Garth!

I was expecting some junior intelligence officer. Not air ops himself.

Well, this is an unexpected honor.

Yeah, like hell it is, Joe!

Admiral Nimitz sent me over here...

To chew out my ass, huh?

Officially, Joe, I'm supposed to question that estimate of Japanese intentions you sent over.

Why so grim, Matt?

My God, I should think that Doolittle attack would have you CINCPAC people dancing in the streets.

Not by a long shot. That damn raid could boomerang on us.

The fleet's still crippled.

We only got four carriers in the whole Pacific.

We need time to rebuild.

Now the boss is afraid Yamamoto's going to jump right back at us.

Question is, "Where?"

Well, we got all the latest intercepts right over here.

Here's a list of Japanese ships that we suspect are gonna be assigned to amphib operations south of Rabaul.

The Coral Sea!

That's where we think they'll strike next.

But something else is stirring, something out our way.

Joe, we need facts, not guesswork.

Matt, we've cracked Yamamoto's staff level code.

I know.

But that don't mean we just reel it off word for word like a song.

We get a flicker here and a glimmer there.

Missing pieces fall into place. These interceptions...

How much can you decipher?

Hell, 15 maybe...

Really decipher.

10%. 10...

That's one word in ten. For Christ's sakes, Joe, you're guessing!

We like to call it "analysis."

All right.

What are these indications you got of something brewing back our way?

Got no hard clues yet.

What do you have, Joe?

An increase in radio traffic between Yamamoto's staff commanders.

And that's all?

Could be significant.

At least I feel that something is stirring.

All right.

I'll take that list of Jap warships you feel are heading for Coral Sea.

Nimitz may wanna send Jack Fletcher's task force down there to find out what the hell is going on.

We'll see how your 10% guesswork pays off, huh?

As for the Black Chamber code-crackers, I thank you, Matt.

Hey, Joe, could I ask you something personal, very personal?


You know, it really stinks down here.

How often do some of your people take a bath?

Bath? My God, I don't know... What day is it?

Forget it, Joe.

Any new Yamamoto intercepts?

Here's a first mention of something they're calling "AF," whatever that means.


MAN: Captain!

Tom? Dad.

My God, Tom.

When did you get in? I didn't know...

Last night.

This is beautiful.

Why didn't you write me you were coming?

I've been assigned to Kaneohe.

Well, I'll finally get to see something of you.

Three years! You look great, Tom.

Really great.

So do you, Dad.

Kaneohe, huh? What squadron?


You'll like it out there.

Your CO used to be my wingman when we were flying off the old Langley.

Could we talk somewhere?

Sure. Here.

I phoned you from Guam, the day you graduated.

Yeah, I heard later.

Sorry I missed the call.

I guess your mother was there.


How is she?

Recovered from the divorce, I guess.

Oh, that's good.

I was hoping maybe we could...


I've fallen in love with a Japanese girl.

I want to marry her.

I need your help.

I damn well guess you do, tiger.

She's been arrested here in Honolulu.

How the hell did you manage that?

Training in San Diego and getting mixed up with a Japanese girl here in Honolulu?

She was a student at San Diego State. I met her there.

Wait a minute. She was arrested here in Honolulu?

Her parents live here.

She wouldn't marry me without their consent, so she came out to see them.

Apparently, the FBI has some sort of information on her folks, so the Army picked her up, too.

Well, that figures.

Haruko was born here.

She's as loyal as either you or me.

Anyway, the minute I got in, I went off to see where they're being held.

She wouldn't see me.

Why not?

I don't know.

But I did find out that she and her parents are gonna be sent back to the mainland in a few days.

Sticks in your throat, doesn't it, my wanting to marry a Japanese girl?

Sticks in your... Look, don't give me any of that racial bigot crap.

I don't care what color your girl is.

That's not the point...

Christ Almighty!

Six months after Pearl Harbor. Boy, you have one lousy sense of timing.

What's her name?

I'll see if I can get hold of the FBI report on her.

I wrote it down for you. Haruko Sakura.

But promise me one thing, just don't do anything stupid till I see what I can get hold of on this, huh?

That's a deal.

In my opinion, this entire plan is not only unnecessary, but doomed to fail.

Admiral Kondo, Operation M-I has been conceived by our most brilliant strategist.

We are all aware of Captain Kuroshima's authorship, Commander, and his reputation.

But this time, the God of operations has conceived a monster.

Would you please explain, sir?

How am I expected to land my invasion forces on Midway, unless the enemy airfields and shore batteries have been neutralized?

Sir, you've heard Admiral Nagumo say that his carriers will obliterate the American defenses at Midway.

The enemy's land-based bombers have a range of at least 400 miles more than Nagumo's carrier planes.

His ships would be blown out of the sea before he could launch his attack.

I took my carriers to Hawaii, where the risk was far greater and destroyed the American fleet.

Where were the enemy land-based bombers then?

That was then, Nagumo, not now.

A surprise attack with a carrier task force is one thing.

But this, a strike against Midway and the Aleutians with 200 ships and 100,000 men.

Does the idea of taking the Aleutians cause you any concern, Hosogaya?

No, sir.

But an operation so large, so complex, I'd like more time to study it.

After all, in a matter of hours, our Coral Sea operation will be starting.

We have sufficient forces for both.

I tend to agree with Admirals Kondo and Hosogaya, sir.

May I suggest we meet again after the Coral Sea campaign?

Very well.

Meanwhile, gentlemen, please consider this, the Americans are still unprepared and outnumbered.

If their fleet, particularly their aircraft carriers, can be lured into battle and defeated, they will then have no significant naval force left in the Pacific.

They will be compelled to sue for peace.

I have traveled widely in America, my friends.

Their industrial might is awesome.

I'm convinced our only hope for victory is one massive strike at Midway.

Say, Joe, what about this hot information of yours?

You sure it can't wait?

I already got one headache for the boss.

I consider this urgent.

And you were right about Coral Sea.

That's where the Japs were, all right.

Every ship on your list was there.

Did we get hurt?

We got hurt.

Welcome home, Admiral. How was your flight?

Long and strewn with potholes.

Got Fletcher's Coral Sea report?

Right here, sir.


Get in the back, Joe. But wait till I cue you in.

Here's Admiral Fletcher's preliminary report, sir.

We lost the Lexington.

What did we do to the enemy?

We sank one of their light carriers, one of their big first-line jobs and some of their smaller ships.

Looks like we just about broke even, Admiral.

We can't trade the Japanese carrier for carrier, Matt.

We started out with a three-to-one superiority.

With the Lexington gone, the Saratoga laid up, all we've got is Hornet, Enterprise and the Yorktown to counter Yamamoto's next move.

Sir, Yorktown was heavily damaged at Coral Sea.

There's the follow-up report.

Admiral, Commander Rochefort has something urgent, he says.

It's about Objective AF, sir, the meaning of AF.

Now, our listening posts have been picking up lot of traffic between Yamamoto's flag commanders.

There has been a very heavy volume of traffic, sir, with recurrent references to Objective AF and... What was it?

AO. AO. Yeah.

AO is still a mystery, Admiral, maybe a diversion.

But I think we've identified Objective AF.

It's Midway.

Now, it had us really stymied there, until one of my men remembered an enemy intercept we decoded last March.

Now, a Jap reconnaissance pilot radioed his base that he's passing close to AF.

Now, we've plotted every possible course his plane might have taken, and the only appreciable landmass he could have overflown at the time was Midway.


I know it's thin.

Thin? Damn near invisible!

But I figured out a way to confirm it, sir.

If you'll have this flown to Midway.

It's a fake message, Admiral, reporting that Midway's freshwater condenser's broken down.

Now, it should be transmitted in the clear, so there can't be any question about Japanese operators getting every word of it.

Instruct Midway to include that in their housekeeping traffic tomorrow.

Aye-aye, sir.

Send this right away.

Hey, Chief! What's this?

There ain't nothing wrong with our freshwater condenser!

I was just over there.

Dombrowski, send it.

Christ, I think the goddamn heat's getting to everybody here.

Have this intercept coded and transmitted to fleet headquarters!


They took the bait, Admiral.

Rochefort's just decoded a transmission from Kwajalein to Yamamoto's fleet headquarters.

Reads, "AF is having trouble with its freshwater condenser."

AF has to be Midway Island.

Be at my office at 0500, Matt.

I'm calling in the whole staff.

Aye-aye, sir.

This is how I expect the battle to develop.

The northern force, under Admiral Hosogaya, will strike here in the Aleutians as a diversion.

To keep Nimitz's attention away from our main objective.

He will not realize our objective is Midway until 24 hours later, when Admiral Nagumo's carriers strike the island and destroy the American planes and shore batteries.

At that hour you move in, Kondo, with your invasion forces.

Nimitz will be forced to respond.

He will have to commit the balance of his fleet, most certainly his carriers, to repel the invasion.

His carrier commander will undoubtedly be Admiral Halsey.

I have studied his tactics and I have studied the man.

Halsey is courageous, tough-minded and not afraid to take risks, but these strengths, we will turn against him.

It will take Halsey's task force at least 48 hours to reach Midway.

By that time, Admiral Nagumo, you'll have crushed Midway and be waiting for him.

YAMAMOTO: You'll have the advantage of position, and at least a two-to-one superiority in carriers, and four to five times the number of screening vessels.

All of this is based on the assumption that the American fleet will still be guarding the Hawaiian Islands when we make our strike.

Nimitz is crippled and on the defensive.

He must deploy his remaining strength around his most valuable Pacific base.

I agree with Admiral Nagumo, sir.

We must make certain where the enemy fleet is.

May I propose that on the 29th, we send two flying boats from Kwajalein to French Frigate Shoals.

We fuel them by tanker submarine and fly them to Pearl Harbor on the 30th.

Let them report whether or not the American fleet is actually there.

A very wise precaution indeed.

We will call it Operation K.

Does anyone have any other thoughts?


We can achieve a great victory, providing Nimitz and Halsey do exactly what you expect.

The Enterprise and the Hornet are due in the harbor by sundown, sir.

The rest of Admiral Halsey's task force should be in sometime by the morning.

It's the Yorktown we're worried about.

She's more severely damaged than we thought.

How soon can we expect to dry-dock her?

By the 17th, if a Jap sub doesn't spot the oil she's trailing and track her down.

Admiral Fletcher just radioed in his repair list.

Call the yard commander, tell him I want every workman he can muster standing by to board her.

That sharpshooter from Washington has just landed, sir.

Be here in 30 minutes.

Who did they send?

Captain Vinton Maddox.


He's a goddamn scalp hunter.

See that he's thoroughly briefed, get Captain Garth over here.

Aye-aye, sir.

Admiral, why don't you let me handle it?

No, he's entitled to a crack at me. Phone that in.

You tested those electric arming switches?

No, we still got some damn snafu in the circuitry.

You get them all working and I mean 100%, Commander, or I want them ripped out of every SBD in the squadron.

Is that clear?

Yes, sir.

Get to it.

Sorry to drag you out of bed at this hour, Tom, but it may be the only chance we'll get to talk for a few days.

It's okay. Did you get the reports?


I've already read it.

Did you know your girl belonged to those Japanese patriotic organizations?

I saw some magazines around the apartment, but I thought it was propaganda.

Well, the Attorney General's office says it's subversive.

And the FBI doesn't think she's telling the truth about why she suddenly showed up here in Pearl either.

I guess you can't blame them for that.

Sure I can! And I can sure as hell straighten them out, too.

Look, mister, why don't you cool down and let me handle this?

Tom, I don't have a lot of time to fool around here.

You asked me to help you. Do you want me to or not?

Well, I guess, I don't really have any alternative, do I, sir?

I guess you don't.

Captain Maddox, Admiral Nimitz.

Great pleasure, sir.

Shall we get right to it, Captain?

Certainly, Admiral.

I'm sure you're aware of Washington's opinion about this Midway invasion business.

Yes. They think it's an enemy ruse.

An elaborate phoney, sir.

Go on.

Could we speak in private?

If you'd feel more comfortable.

Thank you.

Admiral, these enemy radio intercepts that your intelligence unit has been accumulating...

Very detailed, aren't they?

Too damn detailed, Admiral.

Do you remember what happened just before December 7th?

The Japanese flooded the airways with fake messages.

Yes, these could be carbon copies.

Washington's convinced that Yamamoto's feeding this stuff to you in order to cover his real intentions.

Very definite possibility.

Well, then, sir, how can you still insist...

Because it's my judgment this information is factual.

I am convinced Yamamoto's target is Midway.

But if you're wrong, Admiral, if you send our carriers into a Japanese ambush, the entire West Coast and Hawaiian Islands will be wide open for invasion.

I'm fully aware of that, Captain.

You're saying the safe play is to defend the home folks first.

With respects, Admiral, it's the smart play.

Captain, if we surprise the enemy, catch him where he doesn't think we'll be, we can drive him back 3,000 miles.

And keep him pinned till we're ready to take him on in his own front yard.

Sir, my instructions were to convey Washington's deep concern for the safety of the West Coast and the Hawaiian Islands. That is if you...

Captain Maddox, is Washington ordering me to defend against an attack here or the West Coast?

No, sir. My orders were simply to consult.

No, sir, I have no such orders for you.

Commander Blake, declare a state of fleet-opposed invasion.

Target: Midway Island.

Issue the order immediately.

Aye-aye, sir.

Admiral, may I see you alone a moment, sir?

Excuse me, Captain.

Damn. You know how much Bill Halsey hates hospitals.

Well, maybe it's not that serious, sir.

If he scheduled himself to go anywhere near one, I'm sure it's not only damn serious, it's probably critical.

Admiral, I got some really bad news.

Today is the day for it.

The Japanese changed the J-N25 code, that's the one that's been giving us Yamamoto's plans.

How long will it take you to unravel their new system?

A month, maybe two.

Sir, do you still want that fleet order issued?

Yes. Target: Midway.


Welcome aboard your flagship, Admiral.

Thank you, Captain.

Rear Admiral Kusaka, meet my Chief of Staff, Captain Aoki.

And where's Commander Genda?

He's in sick bay, sir. Influenza.

When does the doctor think he'll be able resume his duties?

In two or three days, sir.

I don't like this idea of beginning this operation without my best air commander.

Sir, we have one other sickbay casualty, Commander Fuchida.

He came down with appendicitis this morning.

Fuchida, too?

We'll need a replacement.

Genda suggests a veteran torpedo pilot aboard the Hiryu, Lieutenant Tomonaga.

If Genda says so, I want to see Tomonaga as soon as possible.

Yes, sir.

Fuchida, the man who led my first air strike at Pearl Harbor, out.

Genda, who planned it, both ill.

Very bad luck, Kusaka, very bad luck.

Only an inconvenience, sir. We'll manage.


Good morning, sir. Lieutenant.

Follow me, please.


Here we are, sir. The Sakura family.

Yes. Thank you, Lieutenant.

I can find my own way out.

Yes, sir.

Miss Sakura, I'm Captain Garth, Tom's father.

Please come in.

My parents, Tetsuro and Sada Sakura.

This is Captain Garth.

How do you do?

You want to speak to me in private, Captain.

My parents understand.

Yes. Well, thank you.

If I embarrassed you in there, forgive me, but I wanted you to meet my parents so you could see for yourself that they're not much of a threat to national security.

I never really thought they would be, Miss Sakura.

I suppose it goes with the times.

And I shouldn't be bitter?

I never said that.

Damn it, I'm an American!

What makes us different from German-Americans or Italian-Americans?

Pearl Harbor, I guess.

Look, I've read that FBI report.

Ask me anything you want to.

All right.

Your father was seen frequently going into the Japanese consulate.

He has old friends there.

I see.

What about these Japanese patriotic organizations you belong to?

My father enrolled me in those when I was born.

Out of respect for him I never resigned, but I wasn't active.

I see.

Those magazines they found in your parents' apartment. What about them?

The Prairie Shimbun? Published in Wyoming.

My father has deep emotional ties for Japan, but even so he thought it was a ridiculous propaganda sheet.

Why did he subscribe?

He's a traditional and honorable man.

He was once indebted to the man who publishes the Prairie Shimbun.

Look, Miss Sakura, I understand you came to Hawaii to ask your parents' permission to marry my son.

Yes, I did.

Why didn't you tell that to the FBI?

I didn't want to implicate Tom.

Well, why won't you see him?

He's in love with you, so he tells me. You won't even talk to him.

He doesn't understand. I don't understand.

Because my parents have forbidden me to marry outside my race.

I want you to tell him for me.

I can't tell him that. He wouldn't believe me in the first place.

Besides, I'd just as soon he didn't know we'd talked together.

Look, Miss Sakura, Haruko, Tom's based at Kaneohe Naval Air Station.

Send for him, please.

You have to tell him this.

You have to tell him.

Damn itching is driving me crazy!

All those medics can do is smear this God-awful paste all over it.

When they get up enough nerve to come in here, you mean.

I know, I know, I'm a son of a bitch of a patient.

But a skin disease!

Of all the stupid, useless things to get laid up with!

It's driving me nuts. I can't even think right.

Bill, I haven't much time.

Fletcher's docking the Yorktown right now, and I gotta make some hard decisions.

I'd like you to recommend your own replacement.

Ray Spruance.

I know. I know he's junior to a lot of other flag officers and he never served a day on a carrier.

But, Chet, he knows carrier tactics.

Well, you asked for my recommendation.

I can just picture Washington's reaction if I hand over the Enterprise and Hornet to a cruiser skipper.

Especially after all the static I've been getting about going out looking for the Japanese at Midway.

You told me once, Chet, "When you're in command, command."

Admiral Fletcher, sir.

Reporting as ordered, sir.

Welcome home, Jack. And congratulations on bringing your cripple in.

Well, we got lucky.

We haven't much time, so I'll give it to you fast.

Halsey's beached, in the hospital.

Won't be leaving for a while.

I'm sending you out again, Jack, in 72 hours.

Back to sea, full combat readiness.

But, Chet, that's impossible!

It'll be at least three months before the Yorktown's back in full commission.

I'm giving Ray Spruance Halsey's command.

He'll be taking the Enterprise and Hornet to sea tomorrow.

You'll follow him 48 hours later.

Ray Spruance is a cruiser commander.

He knows carrier tactics.

Yeah, but he can't fly.

Neither can you.

And he sure as hell can't learn by tomorrow, can he, Jack?


Congratulations, Ray.

Well, I'm still in a state of shock.

Nice seeing you again, Matt. How's the hand?

Coming fine, now, sir. Good.

We could have used you at Coral Sea. Thank you, sir.

You've got him for this one, Jack.

He's going out with you on the Yorktown to join your air operation staff.


This time, we're up against the biggest force the enemy has ever sortied, more than 200 ships.

Got a four-to-one supremacy over us.

Yamamoto himself is commanding.

We know when and from where each unit sailed.

We know their original courses, but we don't know where they'll rendezvous or what changes they will make or when they'll strike.

My best guess is they'll hit Midway from the northwest, but there's no intelligence to support that.

Ray, assuming what you see here isn't just an elaborate ruse, Washington thinks it is, but assuming they're wrong, what counter moves do you suggest?

I'd take my carriers up here to a point northeast of Midway, lie there and wait for Nagumo's carriers.

Why not head northwest, hit them head-on?

You know, there's just a chance that Washington may be right.

You think Hawaii and the West Coast could be the real target?

Well, it really doesn't matter, provided I'm in a position to cut them off, if they do move east.

If it's Midway, I'll bushwhack them.

All right. Jack, you're senior.

You'll take overall command when you two join up.

Yes, sir.

The Yorktown will be at sea in less than 72 hours.

I don't need to dwell on the fact that Yamamoto outweighs us in every department.

Our three carriers and their escorts are all that stands between the enemy fleet and the American coastline.

Now, about your point of rendezvous, what should we call it?

Point Luck.


Sounds like a prayer, Mr. Wold, but it's damned appropriate.

Son of a bitch! Nurse!


Hi, Bill.

Just about to call the nurse to try to get somebody to cut that tree down.

It spoils my view of the boatyard.

Well, how you feeling?

I can't sleep. I can't eat.

Just sit around scratching myself, 24 hours a day.

Did you ever try an oatmeal water bath?


I want to thank you for recommending me to take your task force to sea.

Now, I have a question for you.

Did that itch go to your head?


Stop underestimating yourself, Ray.

Any skipper who can keep his cruisers and destroyers alongside of my carriers from one end of the Pacific to the other is definitely the man for the job.

You know, you and I are... Well, you know, we're kind of...

Bill, we're kind of different.

Do you think I can pull it off the same way you could have?

I can only tell you this, Ray.

You play it the way you feel it, not the way you think I'd play it.

You go to sea, find Yamamoto and chew his ass.

Now, that's all there is to it.


Christ, no! You want to catch this?

You want us to lose the goddamn war?

Oh, by the way, I'll have somebody cut down that tree for you.


NIMITZ: In carrying out the task assigned in Op Plan 29-42, the Enterprise and Hornet will be governed by the principle of calculated risk, which you'll interpret to mean the avoidance of exposure of your force to attack by superior enemy forces without good prospect of inflicting as a result of such exposure greater damage to the enemy.

Sir, three of the boilers are out of commission.

The yard manager says he's gonna need another two days.

Delaney, I expect the yard to finish the job by 0600 tomorrow.

Aye-aye, sir.

Sorry about your boiler, Jack.

But if you clear Pearl by 0700 you make your rendezvous with Enterprise and Hornet before Yamamoto hits Midway.


Good luck, good hunting.

Thank you, sir.

You too, Matt. See you back here soon.

Aye-aye, sir.

We just haven't any future, Tom.

I figured that's what it was.

We don't.

We really don't. I wish you'd go now.

I don't love you anymore. It was a mistake.

Say it to my face.

Say it to my face, God damn it!

It'll be okay.

Shit. Wait and see.

1919 the Marines were practicing dive-bombing off Haiti, right?

Everybody said, "Well, premature, better wait and see."

We waited, then the Germans showed us in '37 in Madrid.

You mean like at Pearl Harbor?

Pearl Harbor, shit!

Pearl Harbor in '32 and '33, Jocko Clark's squadrons proved that Pearl Harbor could be attacked successfully from the air.

And Admiral Logan Ramsey said, predicted, it would happen in detail.

When was that?

In 1937, pal.

Wait and see. We waited. December the 7th, we saw.

The wait-and-seers will bust your ass every time.

I'll drink to that.

Bet your...

How long you been down here?

Long enough to hear your lecture, buddy. You ought to go on the radio.

How the hell are you? I'm all right.

Well, I'm celebrating my birthday. That's how I am.

That's a problem we all have once a year.


My God, now you got my kid flying for you.

Hey, how's the boy doing?

Just fine.

He's a good pilot. Got him checked out in the F4Fs.

He'll be shipping out any day now.

Coming from you that means a lot.

No, no. He's a good man, he's a natural pilot, he's got good attitude, good marksman.

I would say that if Tom has any deficiency it would have to be in...

Enemy identification.

Boy's got to learn, Matt, you do not win a war by kissing the enemy.

Oh, for Christ's sake...

Hell, everybody knows it. He told the whole goddamn squadron.

Yeah, I met her. She seems like a nice girl.

Well, so was Madame Butterfly a nice girl.

She's having a little trouble with it right now.

Well, we have a little problem forgetting December 7th, don't we?

I got to shove off.

Scuttlebutt says you're going out on the Yorktown. Is that right?

Yeah, that's right.

Listen, keep your dumb ass out of drafts.

Yeah, I'll try, buddy.

Hey, thanks for keeping an eye on my boy. I appreciate it.

He'll be fine, Matt.


Nice of you to take the time to see me off, Dad.

But your squadron isn't due to ship out for a week.

What are you doing reporting aboard with this group?

Are you trying to tell me that you're surprised, sir?

Your old buddy Jessop couldn't wait to have me transferred.

Well, I didn't know anything... Like hell you didn't!

You wanted me shipped out, to stop me from doing something stupid.

Like try to keep my girl from going to a camp.


So your old buddy Jessop obliged.

I knew absolutely nothing about this.

I have to report aboard now, sir.

Okay, sir.

Captain Garth is here, sir.

PEARSON: Oh, great. Matt.

Come on in here. How the hell are you? Huh?


I'm gonna do something I do not do, at least not since we were in Annapolis.

I'm gonna ask you to do me a favor.

Oh, hell, ask away! Lord knows I owe you a few.

This is one of the Bureau's enemy alien reports.

Where did you get this?

Don't ask.

Matt, I could find out.

Don't, Harry.

I've read the report. It's everything the Bureau's got...

A Japanese?

...on an American citizen named Haruko Sakura and her parents.

They look okay to me, but, of course, I'm not in your business.

Well, it sounds as though you are.

Harry, I'd like you to investigate this personally.

These people are being sent back to the mainland next week.

If they're clean, and I'm betting they are, I want that shipment canceled.

Matt, come on, you're way out of line with this.

This is not your department! This is tampering!


All right, what have we got here?

What are these people to you?

Someday, the girl may be my daughter-in-law.


Look, this is not only tampering.

You are pressuring a superior officer to take improper action because of personal reasons.

Improper action, hell! Harry.

I read what's in there.

These people are no more a threat to national security than your pet Airedale.

All right, I'll have to report this request of yours.

It'll go into your record.

It's not for me.

Wouldn't ask you for myself, you know that.

For my kid, I'm asking you.

Jesus Christ, Harry! I'm begging you!


All right, I'll investigate it.

Thanks, Harry.

And, Captain...

This'll wash it with us.

We're even.

Aye-aye, sir.

OFFICER: Captain?

Thank you, Corporal.

Reporting as ordered, sir.

I'm sorry to send the Marines after you, Tom, but you didn't answer any of my messages.

I didn't feel we had anything to talk about, Captain.

You can cut out that midshipman crap, too.

You're talking to your old man.

I'll try to remember that.

Look, for whatever it's worth, I'd like to set the record straight.

Before we left Pearl, I personally vouched for both Haruko and her parents.

I went out on a limb for them, way out.

'Course, I don't know what weight it'll carry, but...

Well, there it is.


Oh, one thing more.

I didn't ask your CO to have you shipped out.

You spoke to him, didn't you?

Yes, I did.

He asked me how I felt about...

Haruko and me, right?

Look, I only had a few days left to help her.

If you couldn't do anything, why couldn't you leave it alone?

Look, Jessop thought he was doing both of us a favor.

I did all I could, and a hell of a lot more than I should've.

You know, you're being paid to fly fighter planes, not to sit down in your cabin and cry over your girl's picture.

You better shape up, tiger, or some hot-shot Jap pilot's gonna flame your ass!

Just received this message, sir.

Operation K, the reconnaissance flight to Pearl Harbor, has been canceled.

Canceled? Why?

Our scout planes could not be refueled.

There was an enemy vessel at the rendezvous point.

Sir, Admiral Nagumo's carrier force should be warned immediately.

Admiral Nagumo must have picked up the transmission at the same time we did.

Suppose he didn't.

He will assume Operation K went forward and that the American carriers are at Pearl Harbor.

And that is where our latest intelligence reports place them.

What latest intelligence reports, Captain?

Have any of our submarines sighted the American fleet in the last 20 hours?

No, sir. But there is no logical reason for the Americans to have moved their carriers away from Pearl Harbor.

At any rate we must not break radio silence and risk letting them know where we are.

Sir, the element of surprise is one of the most important aspects of our attack.

BLAKE: Admiral, this is our search plan.

An air search involving 22 PBYs, each plane to fly a spoke 700 miles out, covering an eight-degree sector.

That'll give us a 180-degree look at anything coming in from the west, and still leave us an excellent flanking area northeast of Midway for our carriers.

Have it put into operation immediately.

Aye-aye, sir.

Jesus, how many of those can you eat?

Admiral, air search report.

No sightings.

Is there any defense measure we've overlooked?

Anything Midway needs.

They've had top priority, Admiral.

We've sent them everything we can scrape up.

Tanks, PT boats, barb wire, anti-aircraft guns...

Yeah, and it's miserable waiting here for an attack on your own people, hoping to hell it happens.

More pressure from Washington, sir?

Not a whisper.

Frankly, I'd rather have them raising hell.

Captain. What's the count, Red?

I can put up half a dozen F4Fs and 15 Buffaloes.

Damned relics.

We'll let the Japs know we're up there, sir.

Maybe we'll get lucky.

Okay, Red.

In less than five hours, Hosogaya will attack the Aleutians, and we will still be groping toward Midway in this filthy squall.

We're not due to launch our first air strike for another 36 hours, sir.

Our predictions are for clear weather before then, Admiral.

I keep wondering, Kusaka, what did Operation K uncover at Pearl Harbor?

Were the American carriers there?

We've heard nothing from Admiral Yamamoto.

That could only mean the American carriers are still in Hawaiian waters.

Damned communications blackout!



Hey, you guys! The Japs are bombing Dutch Harbor!

Here we go.

Welcome aboard.

Well, gentlemen, it's started. Signal Spruance.

The Aleutian Islands are being invaded, Admiral.

Washington could still be right.

This could be just a feint for attack on the West Coast or right here in Hawaii.

Or what we've defended against.


Our PBY should tell us today.


Do you see what I see?

You're damn right I do!

Sparks, raise Midway. Radio, "Main body."

That's all? Just "main body"?

Send it! Yes, sir.

An American PBY, sir.

A reconnaissance seaplane!

Sir, radio's picked up transmission from the enemy plane.

It's alerting Midway.

Break radio silence.

Advise Admiral Yamamoto that the invasion force has been discovered.

Yes, sir.

Six large ships in a column, bearing 262 degrees, distance 700 miles.


I wanted to tell you myself, Joe.

You were right, it's Midway.

(LAUGHING) Hot damn! You know what I mean, Admiral.

Thank God Fletcher joined Spruance in time.

Another one from Strawberry 9, sir.

11 ships, course 090, speed 19 knots.

But what kind of ships?

First transmission said "main body," but there was no mention of any carriers.

BLAKE: That PBY, Strawberry 9, was at the end of his 700-mile leg when he sent that message "main body."

It could be Nagumo's carriers are following the large ships he reported.

Well, they may be just beyond his horizon, Admiral.

If they are, Fletcher's in the wrong place. He's too far north.

He'd have to move right now at flank speed to get within striking distance before sunset.

But if Nagumo's carriers are where we figured coming in behind this storm front...

Fletcher'd be caught between two forces.

NIMITZ: Yes, if we let him head for that main body sighting.

Send a flash message to Admiral Fletcher.

This is not, repeat, not main body.

Expect enemy carrier forces strike tomorrow from behind storm front...

"...via northwest, as previously anticipated." Signed, Nimitz.

Well, that settles that.

CINCPAC must think the PBY sighted only Kondo's invasion force.

But if it's Nagumo's attack force with his carriers, and his scouts find us before we find them...

Captain Buckmaster, sound general quarters.

Weather is clearing, sir. We could not have timed it better.

Look, we've intercepted a radio transmission from Tokyo to Admiral Yamamoto.


Intelligence still does not report any movement of the American fleet.

Well, whatever doubts we may have had...

Are still with me, Kusaka.

We have no definitive intelligence reports, only opinions and estimates.

And continued silence from Yamamoto does not make them a fact.

GENDA: Admiral.


My apologies.

I've been away from my duties much too long.

Genda, how are you?

I'm well enough now to take charge of air operations.

And so you shall, my friend. And so you shall.

I want you to prepare an air search plan immediately.

For what area, Admiral?

Where I would deploy my aircraft carriers if I were the American commander.

There, northeast of Midway.

Times like this, Joe, I miss the flatlands.

It's a big body of water out there.

I'm just a fellow who came out of a Texas prairie town.

The nearest lake was 120 miles away.

You could wade across it at the height of the rainy season.

During the summer we made clay pots out of its bottom.

No matter what happens, Joe, I want you to know, you've sure as hell earned your salary this month.

Well, thank you, sir.

GENDA: To cover the area in question, we will launch scout planes from the Akagi and the Kaga, and our cruiser escorts will launch five seaplanes.

Very good.

But until our scouts have searched the area we'll hold our most experienced pilots in reserve and half our aircraft.

But, sir, the American fleet cannot be anywhere near Midway.

We shouldn't hold back our best pilots.

We've been over this ground before, Kusaka.

Admiral, our first strike must be decisive.

Midway's airstrip and planes must be destroyed in one massive blow.

Otherwise, we invite a counterstrike.

Commander Genda?

I agree with you, sir.

Let our younger pilots fly the first strike.

I am sure they can do the job.

If not, we can always launch a second strike.

That is how we shall have it.

Suddenly, the man who led us to victory at Pearl Harbor is choked by caution.

He senses danger out there.

So do I.

GARTH: Admiral, they wouldn't bring their transports in so close if they didn't plan to invade damn soon.

CINCPAC's right. They're gonna hit Midway today.

FLETCHER: Yes, but from where?

He could pop out anywhere along the edge of that storm.

And when he does, he's gonna have his own scout planes out.

We have to find him before he finds us, sir.

If we're wrong, if he hits us from the blind side...

Why don't you get some eyes out there, too, sir?

About 10 SBDs would cover our northern flank.

Okay, get them in the air. Aye-aye.

But no more than 100 miles out.

I want to be able to recover them fast, in case the PBYs make contact first.

Yes, sir.

You okay?

Yeah. Here.

Those poor bastards are gonna miss all the fun.

There's nothing north of us but empty ocean.

He gets his dope straight from Tokyo Rose. Right, Chili Bean?

Wrong, caballo. I get it from here.


When it bristles there's Japs around.

You crazy airdale!


Morning, Captain.

You guy are supposed to be sacked out.

What the hell are you doing here?

We tried, Captain, we couldn't sleep.

Yeah, I know, but let's get below and try. We got a heavy day ahead.

Yes, sir.

Excellent weather forecast, sir.

We've got broken cloud cover up to 2,000 feet to conceal us from enemy scout planes, and above 2,000, unlimited visibility straight into Midway for our flyers.

Commence launching.

Sir, all scout planes from our cruisers are in the air, except one.

The Tone is having catapult problems, Admiral.

They'll be delayed in getting Scout 4 launched.

How long?

Half an hour, sir.

Sir, in case the Americans should suddenly appear, I suggest the second flight wave be brought on deck as soon as the first wave is clear.

Armed with torpedoes to deal with the enemy carriers, Commander?

Yes. Our planes and the Kaga's.

Soryu and Hiryu's planes can stand by with bombs in case they're needed over Midway.

Give the order.

Yes, sir.

Well, now it's up to our strike leader.

Tomonaga is the best we've got.


It's the whole damn Jap navy!

Radio, raise Midway.

Send, "Enemy carriers."

OPERATOR ON RADIO: Bandits three o'clock, Lieutenant.

Yeah, we got them. It's Jap fighter cover.

Okay, let's duck into the clouds and come in behind for a closer look.


Enemy carriers? You mean that's all?

That's all he said, sir. It's Strawberry 5.

We haven't heard from him since.


If he was on course and on schedule, he made the contact about here, 250 miles out.

You better signal that to Spruance.

Aye-aye, sir.

You damn certain that was Strawberry 5 you heard?

Positive, Skipper, it was their call letters.

Well, how far are we from that contact point?

We're about 15 minutes behind schedule.

OPERATOR: Bandits! Bandits! Sweet mother of God, hundreds of them!

Where, damn it? Where?

Four... No, no. Five, five o'clock!


Billy, send in the clear. "Many planes heading Midway."

Are you certain?

All right, just let us know the second you get anything else.

Nothing more, Admiral.

Not a word from any of our scouts since that "many planes" flash.

Yes, but was that from Strawberry 5 or one of the other scouts?

No call letters were sent. The operator must have been too excited.

Or else he was jumped by enemy fighters.

Damn it! How many carriers? What course? What speed?

Those Jap fighters will never find us in this soup.

Yeah, and we'll never find their carriers again, unless we break into the clear and soon.

Damn it! I should've gone straight in and risked it.

Nothing. We've lost them!

Lieutenant Addy, they're behind us!

I can see two carriers and a battleship.

Send it!

Aye-aye, sir.

BROWNING: "Fletcher to Spruance.

"Second sighting reported, Strawberry 5.

"Two enemy carriers, battleship. Bearing Midway, 320 degrees.

"Distance, 180 miles. Course, 135 degrees.

"Speed, 25 knots."

Right out of the slot where Nimitz figured they'd come.

"Proceed southwesterly, attack enemy carriers.

"Will follow as soon as search planes recovered. Fletcher."

Signal the Hornet, Captain Browning.

Let's get to battle stations.

Get the control tower officer for Captain Simard.

Andy? Yes, sir.

Major Parks get his fighters up?

All 23 of them. The SBDs are on the line now, ready to go.

Get them airborne. Yes, sir.

Captain, we've got Major Parks' frequency.

Rainbow Leader. Rainbow Leader. Below us, ten o'clock.

I see them, Kirk.

All right, everybody.

Let's see how many we can drop on the first pass.

PILOT: Bertha 3, Bertha 3. Under you, two bogies.

Got one! Got one! Look at that Jap bastard!

Bail out, Bertha 3. Bail out!

Get him off me! Somebody get him off me!

Bail out! Bail out!

Bertha 4, on your tail. Coming in on you! Three of them!

I'm hit, Rainbow Leader! Oh, my God! Mayday, mayday!

Look out, Rainbow! On your tail!

Billy, Billy! Four o'clock low.

Coming in on you! Three of them!

Coming at you at three.

Geez, look at that Jap bastard climb!

My God, they got Major Parks! Look out, on your tail!

Four o'clock low. Two bogies.

Rainbow Leader, come in, Rainbow Leader. This is Noah's Ark.

Report, please! What is your condition? Report, please!

Good God! Give me the tower.

Andy, they blew right through Red Park's fighters.

Get your people to the shelters.

Yes, sir.



Come on!

Attack in squadron order!



God, they creamed us.

But we're not out of action yet.

Our landing strip is still operational.

Admiral? Hmm?

Tomonaga is asking for a second strike.

Sir, this report is a great victory.

We've lost only seven planes and we've destroyed more than 40 enemy aircraft, in the air and on the ground.

But apparently the pilots that you chose did not destroy the airstrip, Commander Genda.

Sir, we have 93 planes and our best pilots waiting on our flight decks.

The entire force should be sent out without delay.

The entire force?

Our planes are armed with torpedoes on Commander Genda's advice.

Hardly suitable for bombing an airstrip. Correct, Commander?

They should all be taken below immediately and rearmed with bombs, sir.

We must make certain that no air attacks against us can be mounted from Midway.

Sir, Lieutenant Tomonaga's request is also a warning.

Midway is still a threat to us.

So are the American carriers, Kusaka.

If they are nearby, yes, sir.

But our scouts have been gone for over two hours now, they've reported nothing.

You're forgetting Scout Number 4 was a half-hour late taking off.

It will not reach it's maximum search range for another hour yet.

Tomonaga's planes will be returning soon.

When they recover, they can be quickly refueled and rearmed for sea action, in case our scouts sight any enemy ships.


Very well.

Order our torpedo bombers to be rearmed with contact bombs.

As soon as they're ready, we'll launch a second strike against Midway.

Yes, sir.


Fifty-seven planes on the line, sir.

The Hornet will probably launch about the same number.

What's the position of the enemy carriers?

135 miles, sir.

If we launch immediately, do our pilots have enough fuel to make the attack and return?

Yes, sir. If this weather holds, if their navigation is perfect, and if they don't take too much time over the target.

If we launch now, we just might catch Nagumo, like a sitting duck.

But if we take time to move in close, that'll give him time to refuel and reload.

Sir, that PBY reported only two carriers.

I know.

Intelligence says he has four on his strike force.

Those other two suddenly pop up out of nowhere...

Then we'd be sitting ducks.

But there are two certain targets

135 miles from here that don't expect us.

Let's get Enterprise and Hornet turned into the wind.

Yes, sir.

GARTH: Admiral? Admiral?

It's from Admiral Spruance, sir.

Enterprise and Hornet are launching every aircraft they've got from maximum range.

The air controller reports our Midway strike force will be over the deck in one hour, sir.

Just the time we need to finish arming our bombers for the second strike on Midway.

Your confidence is most reassuring, Kusaka.

Our scout planes still haven't reported enemy carriers nearby.

They should be starting their homeward leg now.

All except Scout Number 4.


Ten enemy ships sighted.

Bearing 010 degrees. Distance, 240 miles from Midway.

Course, 150 degrees. Speed, 20 knots.

Which scout radioed the contact?

Number 4, sir.

How far along are we on the rearming?

Almost half way, sir.

Order it halted. But, sir.

Radio Scout 4 to ascertain ship types and maintain contact.

RADIOMAN: Yes, sir.


Friendlies, sir. Our search planes returning.

They'll be back aboard in less than 15 minutes, sir.

Ask Captain Buckmaster to see to it, Murr.

Our planes from Enterprise and Hornet should hit the Jap carriers in just under an hour, sir.

Well, not on the same course?

Now we're counting on it, Admiral.

Nagumo has to hold course until he recovers his planes coming back from that Midway strike.

240 degrees ought to put our people right smack on top of him with his flight decks full of unfueled aircraft.

I don't see our fighters anywhere, sir.

They should've caught up to us by now.

And where's Bombing 8, Skipper?

With Fighting 8, Dobbs. They took off together.

Ain't they supposed to be tagging along with us?

GAY ON RADIO: Red Fox Leader from Kit 3.

Red Fox Leader from Kit 3.

Skipper, either my compass is all fouled up or we're now headed 240.

There's nothing out there but empty ocean.

I know where the Japs will be, Mr. Gay.

Think you might let us in on it, sir?

I figure they moved since we launched.

East, heading out away from Midway.



What good's our orders if the skipper's gonna lead us off on his own?

I don't like it, sir.

Huntington, now you take it easy, hear?

If anybody can find the Japs, Waldron can.

He's part Sioux Indian, for Christ's sake.

Sir, another message from Scout 4.

Three additional enemy ships sighted, 250 miles from Midway.

Speed, 20 knots.

Apparently two cruisers, a carrier believed to be the Yorktown.

Impossible. The Yorktown was virtually blown out of the water at Coral Sea.

They can't have repaired her and brought her this far west in less than 10 days.

We must assume that they have!

If it is the Yorktown, we must destroy her at once, sir.

I see.

Now, suddenly, the threat of Midway's bombers seems less to you than it did when you urged me to switch our planes from torpedoes to bombs!

Admiral, Midway will have to wait, sir.

We should rearm our bombers immediately and attack that enemy carrier.

Back to torpedoes again, Kusaka?

More wasted time!

Lieutenant Tomonaga, this is Commander Genda.

Do you read me?

Lieutenant Tomonaga, this is Commander Genda.

Do you read me?

TOMONAGA: I read you, sir. Report, please.

Request permission to land, sir.

Many of my pilots reporting near-empty fuel tanks.

Some have taken anti-aircraft hits.

Urgent we land immediately, sir.

Sir, do I have your permission?

Admiral Yamaguchi advises that we launch an attack on the American carrier immediately.

That we send our bombers out, however they're armed.

And while we're launching, sir, Tomonaga's pilots will be crashing into the sea!

They're running out of fuel, Admiral.

All right.

Wait until we've recovered all our airborne aircraft.

While the flight deck is being used for the recovery, rearm our bombers with torpedoes.

Then we'll launch the attack on the American carrier.


Lieutenant Tomonaga.

That's the last of our scout planes, Admiral.

Tell Elliott to launch everything we've got.

Aye-aye, sir.


MAN ON PA: Pilots, man your planes!

General quarters, general quarters, all units man your battle stations.



Admiral, all aircraft now aboard, sir.


He was the last to touch down.

I want to close the range on that enemy carrier.

Steer northeast, battle speed!

Yes, sir.

From Admiral Nagumo, sir.

"Enemy force composed of one carrier, "five cruisers, five destroyers.

"Sighted 250 miles from Midway. We are headed for it."

One carrier?

Close to Midway. Not Pearl Harbor!

Admiral Nagumo will simply destroy it a few days earlier than we had planned.

Oh, thanks, Matt.

Boy, I'd give my retirement pay to know what Nagumo's doing right now.

The same thing we are, Admiral, sweating it out.


I see it.

What'd I tell you, Huntington?

The skipper can smell them out.

Dobbs, see if you can raise Bombing 8 and Fighting 8.

They can't be too far away.

You better coordinate the attack.

Yes, sir.

Red Fox 8 Leader to Badger 8 Leader.

Do you read me? Over.

Okay, we can't wait all day. You better get ready, Dobbs.

Red Fox Leader to Kits, we're going in!

Divisions 2 and 4, take the carrier support.

Divisions 1 and 3, ram it to the other two.

And stay together as long as you can.

I say again, stay in tight!

Admiral, enemy torpedo bombers, off the port quarter!


They're coming in without fighter protection.

Suicide, mindless suicide!


But is an effective technique.

We can't launch our attack against their carrier while we're busy dodging them.

They're using up all our fighters.

WALDRON: Fox Leader to Kit 3, bandits, eleven o'clock! Look out!

Dead ahead, Kit 4, two of them. Shoot, Andy, shoot!

OFFICER 1: This is Kit 6, I got three of them on my tail.

For Christ sake, somebody help me!

OFFICER 2: Danny, below you, bandits! No, no!

Oh, my God, Danny, bail out! Bail out!

Bail out, Danny! Bail out!

WALDRON: Fox Leader to Kit, stay in formation!

Damn it, close up, you idiots! They'll chop us to pieces!

Close in! Close in!

PILOT: I'm hit, I'm hit! Oh, Jesus!

WALDRON: Dobbs, behind you! Bandits behind you!

Dobbs, look out!

GAY: Huntington, three of them coming in at ten o'clock!


Huntington, Huntington!

Close in, Mr. Gay. Follow me.

GAY: Commander Waldron, get your nose up!

Commander Waldron, pull up, pull up!

What the hell happened?

One of our torpedo groups attacked.

Yeah, but which one? I mean, what the hell happened?


Casualty report, sir.

One of our fighters suffered a minor hit, no shipboard damage, no casualties.

A whole squadron.

Fifteen brave crews.

Torpedo 3 going in at 1,500 feet, sir.

Bombing 3 and Fighting 3 at 19,000, and 15 minutes to target.

Who's coordinating the attack?

Max Leslie, sir. He's leading Bombing 3.

Helen Leader to Helen Group, time to arm our bombs.

I say again, arm bombs!

God damn it!

This is Helen Leader, keep your hands off that damned electric arming switch!

Use manual control! Use manual control!

PILOT 1: Too late, Commander.

PILOT 2: Mine dropped, too, Commander Leslie.

PILOT 3: Mine dropped, too. Rotten gadget!

Who the hell invented the electric arming switch?

PILOT 4: Yamamoto, who the hell do you think?

Now what are we gonna do? Drop spitballs on the Japs?

All right, knock it off. The rest of you, use manual control!

Helen Leader, out.

Skipper, take a look at Chili Bean over here.

I can feel them!

Sure hope he's right.

Bertha 3 Leader to Mabel 3 Leader.

Thach, on the horizon!

I've got three... Sweet Jesus! I got four Jap carriers.

Holy hell, we hit the jackpot!


Yes, sky watch.

MAN: Enemy torpedo planes, sir.

How many?

Two separate groups.


Bertha 3 Leader, Mabel 3 Leader.

How's about it, Thach. You boys ready up there?

Damn right we're ready. Let's go, Lem, we're running out of fuel.

Roger. Bertha 3 Leader to Small Fry.

Concentrate on the closest flattop.

Push in close and get hits.

I count 12 coming in from starboard, Admiral.

Fourteen from port side, sir.

All these torpedo planes can't be coming from one carrier.

Well, they must be coming from Midway.

Or a second carrier.

Sir, we've heard nothing from Scout 4 since it sighted the one enemy carrier.

I think the Soryu should send out its scout plane for another look.

We must make certain of what we are up against.

See to it immediately.

Yes, sir.

Lining up to jump us, Thach. About 12 Zekes.

We're right above them, Lem.

Mabel 3 to Hustlers, let's break them up!

Score one for Commander Thach!

Four o'clock low. Coming in on you! Three of them!

Atta boy, Tom! Run that bastard right into the drink!

Blow it to him, Tommy.

Ramos, two o'clock! Two o'clock!

Nice shooting, Ramos!

Chalk up one for Chili Bean.

One o'clock, Manson. One o'clock!

You got him! Nice going, Manson.

Mabel Leader to Hustler 2, three bandits at twelve o'clock diving on you!

Roll out, Tom! Roll out! Climb, climb!





We've crushed every one of their air attacks, and not one torpedo has even come close.

Sacrifice themselves like samurai, these Americans.

Sir, the fighter director reports that last attack pulled our entire fighter cover down to sea level.

They're off now, wave-hopping after the survivors.

We have no fighter umbrella over us?

No, sir.

We're trying to recall them, get them back up to the patrol altitude.

How many fighters are standing by to cover our attack against the American carrier?

Barely enough to do the job, sir.

They're American carriers, no doubt about it, Yorktown class.

Get through to Nagumo's flagship. Be quick about it!

Why are you waiting for?

The transmitter isn't working, sir.

We're not sending out any signal!

What's that look like to you down there?

A Jap destroyer!

Going someplace in one hell of a hurry.

Okay, let's follow it. See where it leads us.

Commander McClusky, look at your fuel gauge.

We've gotta turn back now or...

I know, I know.

The last two attacks were made by more than 50 torpedo planes.

Fifty, Kusaka.

There is more than one enemy carrier nearby, there must be!


Genda, why hasn't Soryu's scout plane reported?

We don't know, sir.

It should have sighted the American ships 10 minutes ago.

Sir, all the bombers are rearmed and ready.

Signal all carriers, launch immediately!

PILOT: Raven Leader, there they are, dead ahead. Sweet mother, look at them!

(WHOOPING) The whole Jap navy!

This is Raven Leader.

Pipe down and stay off the air till I report contact!

Raven Leader to Mother Goose.

Have them in sight. Four enemy carriers.

I say again, four enemy carriers.

WILSON: Helen Leader to Bertha Leader!

Helen Leader to Mabel Leader!

Come in, Bertha! Come in, Mabel!

This is Helen Leader. We have made contact.

Come in, Bertha. Come in, Mabel.

I'm sorry, Commander Leslie.

Torpedo 3 and Fighter 3 don't answer.

Keep trying, Wilson. We're supposed to coordinate our attack.

Maybe they got balled up on their navigation, sir, or maybe we're not at the right rendezvous point.

Keep trying, damn it!

Mabel Leader, come in, Mabel Leader!

Raven Leader to flock, looks like they're turning into the wind, getting ready to launch.

JACCARD: Where's their fighter patrol?

I don't see any Jap fighters, sir.

Well, let's not wait for them. Follow me.

It's no use, sir.

Commander Massey and Commander Thach still don't answer.

Okay, Wilson, hang on. We're going in.

Sir, we don't have a bomb!

Well, we can draw some heat off the guys who do.

This is Helen Leader.

We'll concentrate on that big bastard up forward.



McCLUSKY: Raven Leader to Raven One, Raven Two. You missed, damn it!

PILOT: Raven 1 to Raven Leader.

Commander McClusky, they've got bombs stacked all over their flight deck!

Bull's eye! Bull's eye!

Scratch one flattop! Sweet mother, we caught him cold!

Raven Leader to Raven 6. I got a hit, Commander McClusky.

PILOT 2: Ram it home, girls, ram it home!

Cream the bastards!

Bull's eye, Helen 5. Bull's eye!

Commander Leslie, I got a hit right down their throat.

Look at that bastard burn!

LESLIE: Beautiful, Helen 3, dead center!

My God, we caught them flat-footed!

No fighters, cover decks loaded with bombs!

Sweet Mary-Anne, how'd we get so lucky?

Helen Leader to squadron, three enemy carriers burning.

Time to go home.


Admiral, you must transfer your flag.

The cruiser Nagara is close by.

Advise Admiral Yamaguchi.

I can't tell you where to find the enemy carriers, Lieutenant Kobayashi.

Their last position was radioed by Scout 4. It's several hours old.

Hasn't the Soryu scout reported, sir?

It hasn't been heard from since it was launched.

Then how do I find him, sir?

Lead your group toward the last reported position here northeast of us and then just trust your luck that somehow you'll find them.

Do you hear anything?

Nothing, sir.

All enemy ship and aircraft frequencies are silent.

Lieutenant, enemy planes!

I see them.

Our fighters are forming for an attack!

Signal them to lay back with the rest of us.

Use your light, stay off the radio!

Yes, sir.

We'll let them lead us to their carrier.

I count all Max Leslie's bombers, sir.

Well, where the hell are the rest of Thach's fighters?

Off the port quarter, sir.

I'll bring the fighters down first.

They'll be the lowest on fuel.


He's alive, Captain.

Flight Mission Combat.

Go ahead, Combat.

Radar has a third group of aircraft, definitely bandits.

020, 30 miles and approaching, sir.


Bandits, sir. 020, approaching 30 miles.

Sound general quarters.



Sir, we took a bomb on our side. The boilers are out.

Admiral, the radio's down.

We can't send visual signals with all this smoke.

You'll have to transfer the flag, sir. I suggest the Astoria.

Matt, you better stay aboard, help Murray with flight ops.

Aye, sir.


Lower the barge.

Order Admiral's barge lowered!

Aye-aye, sir.

This is Zephyr calling Whirlwind. Zephyr to Whirlwind.

Enemy carrier on fire!

I repeat, enemy carrier on fire. Returning to base.

That wasn't Kobayashi's voice.

It was Petty Officer Nakoda, sir.

Apparently none of the senior officers survived.

Captain, the scout plane from the Soryu is approaching.

He signaled that his radio is out.

He's gonna be okay, Captain.

We're gonna transfer him in half an hour or so, sir.

Hi, Dad.

I'll see you back at Pearl, Tom.

There's a picture of Haruko and me that I'd like you to bring ashore.

Sure, I'll take care of it, tiger.

Thanks, Dad.

DELANEY: Only one boiler is lit, sir. The other five are out.

Can you get them on the line again?

Yes, sir.

I think I can guarantee you about 15 knots in an hour or so.

Very good.

Now, Delaney, pass the word along to your black gang.

We've got the topside fires under control.

Aye-aye, sir.

Matt, we have more planes than pilots now.

Can you fly one off for me when we go?

Sure, Murr.

Did you confirm it? Yes, sir.

Admiral Fletcher's reply just came in.

"Fletcher to Nimitz, confirm previous report, three enemy carriers afire."


Three of their first-line carriers, Admiral!

(LAUGHS) Isn't that worth at least a "hot-diggity-damn"?

I'll take it under advisement, Joe, but there's still that fourth enemy carrier to deal with.

There's also a message from Captain Buckmaster, sir, the Yorktown's been hit.

Badly? Yes, sir.

But she is underway again. Operational.

My gosh, our whole force may be in jeopardy if the Japanese located the Yorktown.

They still got a tremendous fleet out there, Admiral.

But that fourth carrier can't be far off.

We've already won a great victory, Admiral.

Maybe we ought to get our people out of there.

You mean, break off, run for home?

Before they can hurt us again? Yes, sir.

Well, that might be the smart play, Commander.

Trouble is, I want that fourth carrier.

What's the matter?

Your right wing tank, Lieutenant, it's punctured.

We haven't had time to repair it.

Is the left tank fuelled?

Yes, sir.

A few hours ago we filled the sky with our planes.

Now we win or lose with six fighters and 10 torpedo planes.

The skipper wants to know if can you maintain this speed, Delaney.

DELANEY: Eighteen knots, sir.

Eighteen knots. Very good.

Yeah, sure, we're ready to launch.

All we gotta do is find this fourth Jap flattop.

CIC OFFICER: Bridge-phone, Combat.

Go ahead, Combat.

Sir, report from Scouting 5.

Lieutenant Adams has located the fourth enemy flattop.

Good. Relay our position to Admiral Fletcher.

Aye-aye, sir. We found him, Delaney.

Okay, just give us all the old lady's got left.

Bridge-phone, Combat.

Go ahead, Combat.

Sir, radar has bandits. Distance, 35 miles, closing.

This time, they're coming in low.

Torpedo attack!

Sound general quarters! Aye-aye, sir.

Let's get everything we have left airborne while we still can. Guess we better.

MAN ON PA: General quarters! General quarters!

All hands man your battle stations!

Right, full rudder!

Right, full rudder, aye!

Watch out there! Get outside!

Get Fred out of here.

This way.


Whirlwind, this is Zephyr 3!

Two torpedoes hit the carrier!

I repeat, two torpedoes hit the carrier! Returning to base.

Now it's one against one, Admiral. Congratulations.

Delaney, what's the situation below?

No good, sir. All boilers are out.

There's no hope of relighting them.

Get your people topside, and on the double!

Aye-aye, sir.

Larry, radio Enterprise, we'll land there after we make our bomb run.

Yes, sir.

Blue Leader to Home Plate! Blue Leader to Home Plate!

How many are we sending out?

Twenty-four dive-bombers, sir.

We'll have to try it without fighter protection.

What about the Hornet?

Scraping the bottom of the barrel.

Sixteen dive-bombers left, plus the three that Matt Garth is bringing over from the Yorktown.

Signal the Hornet, we attack immediately.

Aye-aye, sir.

Sir, it couldn't have been the same carrier Kobayashi dive-bombed.

She was undamaged and under full steam.

We put two torpedoes into it.

Kobayashi said he left the carrier on fire. Did you see any smoke?

No, sir, it must have sunk.

We didn't see a third carrier, either.

Dive alert! Enemy dive-bombers!

Sir, we must withdraw.

How will we apologize to His Majesty?

Leave that to me.

I am the only one who must apologize to His Majesty.

Thank you.

That was the LSO, sir.

Matt Garth is coming in. His plane is all shot up.

Well, I wonder if Matt knew how big we won.

I don't know, but I think I know what he'd have said.

"It doesn't make any sense, Admiral.

"Yamamoto had everything going for him.

"Power, experience, confidence.

"Were we better than the Japanese, or just luckier?"