
Public Domain (Official U.S. Navy photo)
Background
June 1942 saw the Empire of Japan dominate in Asia ruling a sizable empire. It began in the late 19th century when it seized Formosa (Taiwan) in 1895. The conclusion of the Russo-Japanese War (1905-1905) saw it acquire Korea. It would take Manchuria (renamed Manchukuo) in 1931. China was invaded in 1937 and seized the key cities of Shanghai, Nanking, and Peking. When France fell to Germany in 1940, Japan invaded to prevent it being used to supply China. Vichy France made a deal with Japan to keep it neutral but allow it within their sphere of power. Japan attacked and conquered Hong Kong after heavy fighting on Christmas Day 1941. Fortress Singapore, so named because of its impressive frontal defense, was defeated when the Japanese army came from the lightly defended rear (what was believed to be an impassable jungle) and conquered it on 15 Feb 1942. The Dutch East Indies (Indonesia today) were conquered by March 1942 and The Philippines in May. Japan, supported by local independence groups, also invaded Burma in 1941 and would finish in April 1942. Japan would use Burma to attack British held India. The Japanese began attacking northern Australia to prevent it from being used as a staging area.
Japan had succeeded in tossing out the imperial powers and absorbing them into its own empire. The only major power they were concerned with was the United States and the attack on 7 December 1941 had destroyed many of their battleships. Considered a success by the Japanese, they had hoped it would force the Americans to stay out of the conflict. However, the U.S. desire to fight back surprised them. The Doolittle Raid of 18 April 1942 where American bombers bombed Tokyo (they flew off aircraft carriers to accomplish this) stunned the Japanese government. And the Battle of the Coral Sea in May 1942 made them realize they had to defeat the American fleet. They decided to draw out the American fleet for a battle near Midway Island for a decisive battle. They saw themselves as the masters of the Pacific; the Battle of Midway would change that forever.
The Broken Japanese Code
A special naval intelligence unit called HYPO had broken it in March resulting in much of the plan becoming known to the U.S. They learned that the attack in Alaska was a feint to draw naval forces away from being used at Midway. They also learned that behind the Japanese carrier strike force was a large destroyer force sailing to meet them and deliver a decisive blow to any remaining U.S. ships after the attack on Midway. The American task force assembled were three aircraft carriers– Enterprise, Hornet, and Yorktown – seven heavy cruisers, 1 light cruiser, 15 destroyers, and 16 submarines. The Yorktown had to be quickly patched up after its recent encounter with the Japanese and needed some new aircraft and pilots. Admiral William Halsey was put in charge but due to illness had to be replaced by Rear Admiral Raymond Spruance. Spruance would command the Enterprise and Hornet along with her support vessels. Rear Admiral Frank Fletcher was in command of Yorktown.
The Japanese committed four carriers, 2 battleships, 2 heavy cruisers and 1 light cruiser, 12 destroyers, 13 submarines, and 16 floatplanes. Their support force were 4 heavy cruisers, 2 destroyers, and 12 floatplanes. The U.S. had 233 carrier-based aircraft to the Japanese 248. Admiral Isoroku Yamamoto, who had planned the attack on Pearl Harbor, designed the complex Midway battle. Part of his plan involved dispersing his forces so that they would not be readily seen by the Americans. He also believed he would be facing only two carriers, the Enterprise and Hornet, because th?e Yorktown had been badly damaged at the Battle of Coral Sea. However, the Americans had learned most of the plan from the decoded transmissions. And the planned dispersal proved more difficult as it required the support ships to keep up with them, which proved to be more difficult than originally thought.
The Battle
On 4 June 1942, Admiral Nagumo aboard the carrier Akagi launched the initial air attack on Midway composed of dive and torpedo bombers escorted by Zeroes. PBYs launched that morning from Midway would sight two Japanese carriers and radar picked up incoming Japanese fighters. Midway sent up unescorted bombers to delay the attack while the fighters remained behind to defend Midway. Midway came under heavy attack and its air interceptors took a heavy beating fighting the Japanese. Anti-aircraft fire from ground personnel proved to be more precise. Midway took a beating but was still functional and could launch planes.
Meanwhile scouting reports flying ahead of the American carriers placed the Japanese carriers at the extreme range for air attack. Making matters more difficult was the fact that Japanese scout planes had sighted the American fleet. Despite the extreme range, Spruance ordered the planes to be launched and increased the speed of the task force to close the distance. The torpedo squadrons left first but due to mechanical problems in launching the dive-bombers, had to fly unescorted. They would reach the Japanese and be quickly shot out of the sky by Japanese Zeroes and anti-aircraft fire. Not one torpedo launched did any serious damage.

Photo: May 1942
Source: Naval History and Heritage Command, digital ID NH 93595
Public Domain
Admiral Nagumo had a problem. His planes returned from Midway and were being re-armed for the next bombing run. But he had just gotten a report that the American navy was in the area. Its exact composition was unknown. So, he ordered a change in the ordnance for the attack planes. Instead of attacking land-based targets they would arm to destroy ships. The result was there a lot of ordnance out on the deck on the carriers where this was being done. With the Japanese combat air patrol out of position having dealt with the torpedo squadrons they were not able to intercept the next wave of attack. American dive-bomber squadrons from Enterprise, Hornet, and Yorktown would seemingly arrive nearly at the same time. It was one of the greatest coincidences in military history. Three Japanese carriers–Akagi, Kaga, and Soryu–would be sunk that day. The surviving carrier Hiryu counter-attacked by sending our air squadrons to attack any American carrier they could find. They found Yorktown and dropped three bombs heavily damaging the ship but not sinking it. Admiral Fletcher moved over to cruiser Astoria while it was being repaired. A second air attack an hour later would further damage Yorktown. She would later sink when being towed on 6 June by a torpedo fired by a Japanese submarine, which also sank the destroyer Hamman.
The Japanese believed they had turned the tide and would be able to go on with the Midway plan. They knew a huge fleet of destroyers and support craft was on the way. However, the Hiryu was found late in the afternoon. An air attack by Enterprise and Yorktown bombers resulted in four or possibly five bombs seriously crippling her. The fires prevented any planes taking off or landing. The crew would evacuate and later Hiryu would sink. Spruance, not wanting to risk exposure to Japanese forces and wanting to protect Midway, would retire to the west. Admiral Yamamoto still wanted to invade Midway and proceeded on course. Had Spruance not changed course, the remaining two carriers of the American fleet would have been exposed to Yamamoto’s destroyers. Spruance would go after the stragglers. Yamamoto ultimately ordered the fleet back to Japan not knowing the full composition of the American forces that might be pursuing.
The U.S. Navy lost 1 carrier, 1 destroyer, 150 aircraft and 307 killed. Many of those killed were from the torpedo squadrons that lost 80% or more of their pilots. The Japanese lost 4 carriers, 1 heavy cruiser, 248 aircraft and 3,057 killed. It was a major victory for the U.S., but most Japanese would never learn the full details until after the war was over. The survivors of the sunken carriers and those aboard the ships that survived would be quarantined or sent on duty assignments far away from home. None of the senior officers would face any serious repercussions. Only those at the very top were informed as to what really happened. Only the Emperor and the top naval officers knew the full details. The public was told it was a great victory, and the Imperial Japanese Army believed the navy was in good condition. However, Admiral Yamamoto and the other senior leaders of the Japanese Navy knew the truth. The United States would soon come out stronger than it had been before the attack on Pearl Harbor.
For the United States it would prove the value of intelligence gathering and codebreaking. It would continue to be an important part of the war effort and would yield even more useful information down the road with dire consequences for Admiral Yamamoto. The code breaking led directly to his plane being shot down in 1943 as payback for Pearl Harbor.
(Please note this is a very condensed description of the Battle of Midway and had a lot more stages in it than reflected in this writing).
Sources
“Battle of Midway.” Naval History and Heritage Command. Last modified January 29, 2026. Accessed June 3, 2026. https://www.history.navy.mil/browse-by-topic/wars-conflicts-and-operations/world-war-ii/1942/midway.html.
“Battle of Midway.” History.Com. Last modified March 27, 2025. Accessed June 3, 2026. https://www.history.com/articles/battle-of-midway.
“The Battle of Midway.” The National WWII Museum. Last modified June 22, 2017. Accessed June 3, 2026. https://www.nationalww2museum.org/war/articles/battle-midway.
Holzwarth, Larry. “How The Battle of Midway Changed the Pacific War.” History Collection. Last modified January 30, 2025. Accessed June 3, 2026. https://historycollection.com/how-the-battle-of-midway-changed-the-pacific-war/.
Videos
The Federal File. “Destination Point Luck Voices From Midway – Battle of Midway WWII Documentary.” Video. YouTube, April 24, 2017. https://www.youtube.com/watch?v=Vqpk4Rmfbm8.
HISTORY. “Battle of Midway Tactical Overview – World War II | History.” Video. YouTube, June 1, 2018. https://www.youtube.com/watch?v=kipF5zoCGAk.
PeriscopeFilm. “JOHN FORD’S BATTLE OF MIDWAY 1942 WWII U.S. NAVY FILM *RESTORED VERSION* 21344.” Video. YouTube, May 21, 2017. https://www.youtube.com/watch?v=Jr4YgpKU8ak.
WW2 Tales. “Battle of Midway From the Japanese Perspective.” Video. YouTube, September 30, 2025. https://www.youtube.com/watch?v=W5VjfbGaBo0.
Suggested Reading & Movies
[Disclosure: As an Amazon Associate, I earn from qualifying purchases. This may contain affiliate links, which means I may receive a small commission at no extra cost to you.]
Books
- Hanson, Victor Davis. Carnage and Culture: Landmark Battles in the Rise to Western Power. Anchor, 2002.
- Kahn, David. The Codebreakers: The Comprehensive History of Secret Communication From Ancient Times to the Internet. Revised ed. Scribner, 1996.
- Kernan, Alvin B. The Unknown Battle of Midway: The Destruction of the American Torpedo Squadrons. Yale University Press, 2005.
- Lord, Walter Incredible Victory. First Edition, New York, Harper and Row, 1967.
- Day of Infamy, 60th Anniversary: The Classic Account of the Bombing of Pearl Harbor. Macmillan, 2001.
- Prange, Gordon William, et al. At Dawn We Slept: The Untold Story of Pearl Harbor. McGraw-Hill Companies, 1981.
- Toland, John. The Rising Sun: The Decline and Fall of the Japanese Empire, 1936-1945. Modern Library, 2003.
Movies & Documentaries
“Midway Is East.” Archive.org, 1952, archive.org/details/VAS_04_Midway_Is_East. This is episode 4 from the excellent Victory at Sea series which was shown in 1952-1953. Using archived footage along with excellent music, the series conveyed the scope of naval warfare in the Atlantic and Pacific oceans. Watch the entire series if you can.
“The Battle of Midway (Short 1942) ? 6.1 | Documentary, Short, War.” IMDb, 14 Sept. 1942, www.imdb.com/title/tt0034498. This is a documentary made in 1942 right after the battle with John Ford directing. It uses actual footage and uses actors to voice over parts of accounts of the sailors and aviators that participated. It is available (f0r free) from some streaming services like Tubi. You can also view it on YouTube (the version linked here is the colorized version, not the original Black & White).
The Federal File. “Destination Point Luck Voices From Midway – Battle of Midway WWII Documentary.” YouTube, 24 Apr. 2017, www.youtube.com/watch?v=Vqpk4Rmfbm8.
Midway. Directed by Jack Smight, The Mirisch Corporation, Universal Pictures, 1976. This 1976 movie starring Charlton Heston uses old stock footage and pushes the real historical figures in the background while pushing a fictional story line. While entertaining, many will find it lacking in a lot of real historical depth. The subplot involving Heston’s son in the movie makes it more of a soap opera at times. Worth watching to see some great actors but not so much if you are looking for something that will relate the real story of the battle.
Midway. Directed by Roland Emmerich, Summit Entertainment and others, 2019. This 2019 version significantly was better in terms of better effects and depicting events leading up and the Battle of Midway itself. Most of the characters are based on historical ones. Reviews were mixed on this one. Some thought it was a decent movie, but the story itself was not compelling. Rotten Tomatoes has it as 42% like it and IMDB users rate it as 6.7. It is certainly more historically accurate and shows the Japanese side (with actual Japanese actors speaking Japanese).












