All language subtitles for MIDWAY

Admiral Yamamoto, please.

He asked not
to be disturbed.

It is most urgent.

Admiral Yamamoto?

Tokyo has been bombed.

When?

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.

Damage?

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?

Certainly.

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.

AF?

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?

VF-8.

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.

Yeah.

How is she?

Recovered from
the divorce, I guess.

Oh, that's good.

I was hoping
maybe we could...

Dad...

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.

Right.

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.

Joe!

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?

NAGUMO: Yes.

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.

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?

Yup.

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?

No.

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.

Good.

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.

Sir.

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

Son of a bitch! Nurse!

Ray.

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?

Don't.

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.

Right.

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.

Yeah.

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.

Agreed.

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.

Yeah.

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.

Tom!

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.

Tom...

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?

Harry.

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.

Thanks.

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.

Today.

Our PBY
should tell us today.

Hey.

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.

Admiral.

I wanted to tell you
myself, Joe.

You were right,
it's Midway.

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.

So?

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.

Genda.

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.

Yeah.

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.

Howie?

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.

Admiral.

Enemy carriers?
You mean that's all?

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

We haven't heard
from him since.

Admiral.

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!

Jesus!

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.

Jesus!

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.

Admiral?

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.

Out.

Roger.

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.

Sir.

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.

Tomonaga?

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.

Skipper!

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!

Perhaps.

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, 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.

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!

Yes.

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!

Admiral.

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!

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.

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

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.

Jesus!

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.

Roger.

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."

Hallelujah!

Three of their
first-line carriers, Admiral!

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?"