Battle of Midway The in the Pacific Theater of Operations was one of the most important naval battles of World War II . Between 4 and 7 June 1942 , only six months after Japan ' s attack on Pearl Harbor , and one month after the Battle of the Coral Sea , the United States Navy decisively defeated an Imperial Japanese Navy ( IJN ) attack against Midway Atoll , inflicting irreparable damage on the Japanese fleet . Military historian John Keegan called it " the most stunning and decisive blow in the history of naval warfare . " It was Japan ' s worst naval defeat in 350 years . The Japanese operation , like the earlier attack on Pearl Harbor , sought to eliminate the United States as a strategic power in the Pacific , thereby giving Japan a free hand in establishing its Greater East Asia Co - Prosperity Sphere . The Japanese hoped that another demoralizing defeat would force the U . S . to capitulate in the Pacific War and thus ensure Japanese dominance in the Pacific . The Japanese plan was to lure the United States ' aircraft carrier s into a trap . The Japanese also intended to occupy Midway as part of an overall plan to extend their defensive perimeter in response to the Doolittle Raid . This operation was also considered preparatory for further attacks against Fiji , Samoa , and Hawaii itself . The plan was handicapped by faulty Japanese assumptions of the American reaction and poor initial dispositions . Most significantly , American codebreakers were able to determine the date and location of the attack , enabling the forewarned U . S . Navy to set up an ambush of its own . Four Japanese aircraft carriers - " Akagi " , " Kaga " , " Soryu " and " Hiryu " , all part of the six carrier force to launch the attack on Pearl Harbor six months earlier - and a heavy cruiser were sunk at a cost of one American aircraft carrier and a destroyer . After Midway , and the exhausting attrition of the Solomon Islands campaign , Japan ' s shipbuilding and pilot training programs were unable to keep pace in replacing their losses while the U . S . steadily increased its output in both areas . Background . Japan had attained its initial strategic goals quickly , taking the Philippines , Malaya , Singapore , and the Dutch East Indies ( now Indonesia ) ; the latter , with its vital oil resources , was particularly important to Japan . Because of this , preliminary planning for a second phase of operations commenced as early as January 1942 . However , there were strategic disagreements between the Imperial Army and Imperial Navy , and infighting between the Navy ' s GHQ and Admiral Isoroku Yamamoto ' s Combined Fleet , such that a follow - up strategy was not formed until April 1942 . Admiral Yamamoto finally succeeded in winning the bureaucratic struggle with a thinly veiled threat to resign , after which his plan for the Central Pacific was adopted . Yamamoto ' s primary strategic goal was the elimination of America ' s carrier forces , which he perceived as the principal threat to the overall Pacific campaign . This concern was acutely heightened by the Doolittle Raid ( 18 April 1942 ) in which 16 USAAF B - 25 Mitchell s launched from bombed targets in Tokyo and several other Japanese cities . The raid , while militarily insignificant , was a severe psychological shock to the Japanese and showed the existence of a gap in the defenses around the Japanese home islands as well as the accessibility of Japanese territory by American bombers . This and other successful hit - and - run raids by American carriers showed that they were still a threat , although seemingly reluctant to be drawn into an all - out battle . Yamamoto reasoned that another attack on the main U . S Naval base at Pearl Harbor would induce all of the American fleet to sail out to fight , including the carriers ; however , given the strength of American land - based air power on Hawaii , he judged that it was too risky to attack Pearl Harbor directly . Instead , he selected Midway , a tiny atoll at the extreme northwest end of the Hawaiian Island chain , approximately from Oahu . Midway was not especially important in the larger scheme of Japan ' s intentions , but the Japanese felt the Americans would consider Midway a vital outpost of Pearl Harbor and would therefore be compelled to defend it vigorously . The U . S . did consider Midway vital ; after the battle , establishment of a U . S . submarine base on Midway allowed submarines operating from Pearl Harbor to refuel and reprovision , extending their radius of operations by . In addition to serving as a seaplane base , Midway ' s airstrips also served as a forward staging point for bomber attacks on Wake Island . Yamamoto ' s plan : Operation MI . Typical of Japanese naval planning during World War II , Yamamoto ' s battle plan was exceedingly complex . Additionally , his design was predicated on optimistic intelligence suggesting that and , forming Task Force 16 , were the only carriers available to the U . S . Pacific Fleet . In May 1942 , during the Battle of the Coral Sea , had been sunk and was so badly damaged that the Japanese believed she had been sunk . The Japanese were also aware that was undergoing repairs on the West Coast after suffering torpedo damage from a submarine . Although the Japanese did not know for certain the locations of and , they concluded ( correctly ) that both were operating in the Atlantic . However , more important was Yamamoto ' s belief the Americans had been demoralized by their frequent defeats during the preceding six months . Yamamoto felt deception would be required to lure the U . S . fleet into a fatally compromised situation . To this end , he dispersed his forces so that their full extent ( particularly his battleship s ) would be unlikely to be discovered by the Americans prior to battle . Critically , Yamamoto ' s supporting battleships and cruisers would trail Vice - Admiral Chūichi Nagumo ' s carrier striking force by several hundred miles . Japan ' s heavy surface forces were intended to destroy whatever part of the U . S . fleet might come to Midway ' s relief , once Nagumo ' s carriers had weakened them sufficiently for a daylight gun duel ; this was typical of the battle doctrine of most major navies . Yamamoto did not know that the U . S . had broken the main Japanese naval code ( dubbed JN - 25 by the Americans ) . Yamamoto ' s emphasis on dispersal also meant that none of his formations could support each other . For instance , the only warships larger than the 12 destroyers that screened Nagumo ' s fleet were two battleships , two heavy cruisers , and one light cruiser , despite his carriers being expected to carry out the strikes and bear the brunt of American counterattacks . By contrast , the flotillas of Yamamoto and Kondo had between them two light carriers , five battleships , and six cruisers , none of which would see any action at Midway . Their distance from Nagumo ' s carriers would also have grave implications during the battle , because the larger warships in Yamamoto and Kondo ' s forces carried scout plane s , an invaluable reconnaissance capability denied to Nagumo . Aleutian invasion . Likewise , the Japanese operations in the Aleutian Islands ( Operation AL ) removed yet more ships that could otherwise have augmented the force striking Midway . Whereas prior historical accounts have often characterized the Aleutians operation as a feint to draw American forces away , recent scholarship on the battle has suggested that AL was supposed to be launched simultaneously with the attack on Midway . However , a one - day delay in the sailing of Nagumo ' s task force meant that Operation AL began a day before the Midway attack . Prelude to battle . American reinforcements . To do battle with an enemy expected to muster four or five carriers , Admiral Chester W . Nimitz , Commander in Chief , Pacific Ocean Areas , needed every available U . S . flight deck . He already had Vice Admiral William Halsey ' s two - carrier ( " Enterprise " and " Hornet " ) task force at hand , though Halsey was stricken with psoriasis and had to be replaced by Rear Admiral Raymond A . Spruance , Halsey ' s escort commander . Nimitz also hurriedly recalled Rear Admiral Frank Jack Fletcher ' s task force , including the carrier " Yorktown " ( which had suffered considerable damage at Coral Sea ) , from the South West Pacific Area . It reached Pearl Harbor just in time to provision and sail . Despite estimates that " Yorktown " would require several months of repairs at Puget Sound Naval Shipyard , her elevators were intact , and her flight deck largely so . The Pearl Harbor Naval Shipyard worked around the clock and in 72 hours , she was restored to a battle - ready state , judged good enough for two or three weeks of operations , as Nimitz required . Her flight deck was patched , whole sections of internal frames had been cut out and replaced , and several squadrons were drawn from " Saratoga " ; they did not , however , get time to train . Nimitz disregarded established procedure in getting his third and last available carrier ready for battle . Just three days after putting into dry dock at Pearl Harbor , " Yorktown " was again under way . Repairs continued even as she sortied , with work crews from the repair ship , herself damaged in the attack on Pearl Harbor six months earlier , still aboard . On Midway , by 4 June the USN had stationed four squadrons of Consolidated PBY Catalina s — 31 aircraft in total — for long - range reconnaissance duties , and six brand - new Grumman TBF - 1 Avengers , the latter a detachment from " Hornet " s squadron VT - 8 . The Marine Corps had 19 SBD Dauntless es , seven F4F - 3 Wildcats , 17 Vought SB2U - 3 Vindicators , and 21 Brewster F2A - 3s . The USAAF contributed a squadron of 17 B - 17 Flying Fortress es , along with eight B - 26 Marauder s equipped with torpedoes : in total 126 aircraft . Japanese shortcomings . During the Battle of the Coral Sea one month earlier , the Japanese light carrier " Shōhō " had been sunk and the fleet carrier had suffered three bomb hits , and was in drydock undergoing repairs . Although the carrier escaped the battle undamaged , she had lost almost half her airgroup , and was in port in Kure awaiting replacement planes and pilots . That there were none immediately available was a failure of the IJN crew training program , which already showed signs of being unable to replace losses . Instructors from the Yokosuka Air Corps were employed in an effort to make up the shortfall . Historians Parshall and Tully believe that by combining the surviving aircraft and pilots from " Shōkaku " and " Zuikaku " , it is likely that " Zuikaku " could have been equipped with almost a full composite air group . However , they also note that doing so would have violated Japanese carrier doctrine , which stressed that carriers and their pilots must train as a single unit ( in contrast , American training was only conducted at the squadron level ) . In any event , the Japanese apparently made no serious attempt to get " Zuikaku " ready for the forthcoming battle . Thus , Carrier Division 5 , consisting of the two most advanced aircraft carriers of the " Kido Butai " would not be available and Admiral Nagumo would therefore have to rely on four fleet carriers : and forming Carrier Division 1 ; and as Carrier Division 2 . At least part of this was due to fatigue ; Japanese carriers had been constantly on operations since 7 December 1941 , including raids on Darwin and Colombo . The main Japanese carrier - borne strike aircraft were the Aichi D3A 1 dive bomber and the Nakajima B5N 2 , which was used either as a torpedo bomber or as a level attack bomber . However , production of the D3A had been drastically reduced , while that of the B5N had been stopped completely and , as a consequence , there were none available to replace losses . In addition many of the aircraft being used during the June 1942 operations had been operational since late November 1941 ; although well maintained , many were almost worn out and had become increasingly unreliable . These factors meant that all carriers of the " Kido Butai " had fewer aircraft than their normal complement , and there were not enough spare aircraft or parts stored in the carriers ' hangars . One positive aspect for the Japanese was that their main carrier fighter was the fast and highly maneuverable Mitsubishi A6M2 " Zero " . Japanese strategic scouting arrangements prior to the battle were also in disarray . A picket line of Japanese submarine s was late getting into position ( partly because of Yamamoto ' s haste ) , which let the American carriers reach their assembly point northeast of Midway ( known as " Point Luck " ) without being detected . A second attempt at reconnaissance , using four - engine Kawanishi H8K flying boat s to scout Pearl Harbor prior to the battle ( and thereby detect the absence or presence of the American carriers ) , part of Operation K , was also thwarted when Japanese submarines assigned to refuel the search aircraft discovered that the intended refueling point — a hitherto deserted bay off French Frigate Shoals — was occupied by American warships ( because the Japanese had carried out an identical mission in March ) . Thus , Japan was deprived of any knowledge concerning the movements of the American carriers immediately before the battle . Japanese radio intercepts did notice an increase in both American submarine activity and message traffic . This information was in Yamamoto ' s hands prior to the battle . However , Japanese plans were not changed ; Yamamoto , at sea on , did not dare inform Nagumo for fear of exposing his position and assumed that Nagumo had received the same signal from Tokyo . Nagumo ' s radio antennas , however , were unable to receive such long - wave transmissions , and he was left unaware of any American ship movements . Allied code - breaking . Admiral Nimitz had one priceless advantage : cryptanalysts had broken the Japanese Navy ' s JN - 25b code . Since the early spring of 1942 , the US had been decoding messages stating that there would soon be an operation at objective " AF " . Commander Joseph J . Rochefort and his team at Station HYPO were able to confirm Midway as the target of the impending Japanese strike by having the base at Midway send a false message stating that its water distillation plant had been damaged and that the base needed fresh water . The Japanese intercepted this and soon started sending messages that " AF was short on water . " HYPO was also able to determine the date of the attack as either 4 or 5 June , and to provide Nimitz with a complete IJN order of battle . Japan ' s efforts to introduce a new codebook had been delayed , giving HYPO several crucial days ; while it was blacked out shortly before the attack began , the important breaks had already been made . As a result , the Americans entered the battle with a very good picture of where , when , and in what strength the Japanese would appear . Nimitz knew that the Japanese had negated their numerical advantage by dividing their ships into four separate task groups , all too widely separated to be able to support each other . Nimitz calculated that the aircraft on his three carriers , plus those on Midway Island , gave the U . S . rough parity with Yamamoto ' s four carriers , mainly because American carrier air groups were larger than Japanese ones . The Japanese , by contrast , remained almost totally unaware of their opponent ' s true strength and dispositions even after the battle began . Battle . Initial air attacks . At about 09 : 00 on 3 June , Ensign Jack Reid , piloting a Catalina from US Navy patrol squadron VP - 44 , spotted the Japanese Occupation Force some to the west - southwest of Midway . He mistakenly reported this group as the Main Force . The first air attack took off at 12 : 30 , consisting of nine B - 17s operating from Midway . Three hours later , they found the Japanese Tanaka ' s transport group to the west . Under heavy anti - aircraft fire , they dropped their bombs . Though hits were reported , none of the bombs actually hit and no significant damage was inflicted . Early the following morning , Japanese oil tanker " Akebono Maru " sustained the first hit when a torpedo from an attacking Catalina struck her around 01 : 00 . This would be the only successful air - launched torpedo attack by the U . S . during the entire battle . At 04 : 30 on 4 June , Nagumo launched his initial attack on Midway itself , consisting of 36 Aichi D3A dive bombers and 36 Nakajima B5N torpedo bombers , escorted by 36 Mitsubishi A6M Zero fighters . At the same time , he launched combat air patrol ( CAP ) , as well as his eight search aircraft ( one from the heavy cruiser launched 30 minutes late due to technical difficulties ) . Japanese reconnaissance arrangements were flimsy , with too few aircraft to adequately cover the assigned search areas , laboring under poor weather conditions to the northeast and east of the task force . Yamamoto ' s faulty dispositions had now become a serious liability . As Nagumo ' s bombers and fighters were taking off , 11 Catalinas were leaving Midway to run their search patterns . At 05 : 30 , one Catalina reported sighting two Japanese carriers with empty decks , indicating an air strike en route . American radar picked up the enemy at a distance of several miles and interceptors were soon scrambled . Unescorted bombers headed off to attack the Japanese carrier fleet , their fighter escorts remaining behind to defend Midway . At 06 : 20 , Japanese carrier aircraft bombed and heavily damaged the U . S . base . Midway - based Marine fighter pilots , flying F4Fs and obsolescent F2As , intercepted the Japanese and suffered heavy losses , though they managed to destroy four B5Ns and at least three A6Ms . Most of the U . S . planes were downed in the first few minutes ; several were damaged , and only two remained flyable . In all , 3 F4Fs and 13 F2As were shot down . American anti - aircraft fire was accurate and intense , damaging many Japanese aircraft and destroying four additional Japanese planes . Of the 108 Japanese aircraft involved in this attack , 11 were destroyed , 14 were heavily damaged , and 29 were damaged to some degree . The initial Japanese attack did not succeed in neutralizing Midway . American bombers could still use the airbase to refuel and attack the Japanese invasion force and most of Midway ' s land - based defenses were intact ; another aerial attack to soften Midway ' s defences would be necessary if troops were to go ashore by 7 June . Having taken off prior to the Japanese attack , American bombers based on Midway made several attacks on the Japanese carrier fleet . These included six Grumman Avengers , detached to Midway from the s VT - 8 ( Midway was the first combat mission for the VT - 8 airmen , and it was the debut of the TBF into combat ) , Marine Scout - Bombing Squadron 241 ( VMSB - 241 ) , consisting of eleven SB2U - 3s and sixteen SBDs , plus four USAAF B - 26s , armed with torpedoes , and fifteen B - 17s . The Japanese shrugged off these attacks with two fighters lost , while destroying five TBFs , two SB2Us , eight SBDs and two B - 26s . The first Marine aviator to perish during the battle , Major Lofton R . Henderson of VMSB - 241 , was killed while leading his inexperienced Dauntless squadron into action and was later honored by having the main airfield at Guadalcanal named after him in August 1942 . One B - 26 , after being seriously damaged by anti - aircraft fire , veered into a steep dive straight toward the " Akagi " . Making no attempt to pull out of its run , the aircraft narrowly missed crashing directly into the carrier ' s bridge , which could have potentially killed Nagumo and his command staff . This experience may well have contributed to Nagumo ' s determination to launch another attack on Midway , in direct violation of Yamamoto ' s order to keep the reserve strike force armed for anti - ship operations . Nagumo ' s decision . Admiral Nagumo , in accordance with Japanese carrier doctrine at the time , had kept half of his aircraft in reserve . These comprised two squadrons each of dive bombers and torpedo bombers , the latter armed with torpedoes should any American warships be located . The dive bombers were as yet unarmed . As a result of the attacks from Midway , as well as the morning flight leader ' s recommendation of a second strike , at 07 : 15 Nagumo ordered his reserve planes to be re - armed with contact - fused general purpose bombs for use against land targets . Some sources maintain that this had been underway for about 30 minutes when at 07 : 40 the delayed scout plane from " Tone " signaled that it had sighted a sizable American naval force to the east , although it neglected to describe the composition of this force . New evidence , however , suggests Nagumo did not receive the sighting report until 08 : 00 , so the rearming operation actually proceeded for 45 minutes . Nagumo quickly reversed his order and demanded that the scout plane ascertain the composition of the American force , but another 40 minutes elapsed before " Tone " ' s scout finally radioed the presence of a single carrier in the American force . This was one of the carriers from TF 16 ; the other carrier was not sighted . Nagumo was now in a quandary . Rear Admiral Tamon Yamaguchi , leading Carrier Division 2 ( " Hiryū " and " Sōryū " ) , recommended that Nagumo strike immediately with the forces at hand : 18 Aichi D3A 1 dive bombers each on " Sōryū " and " Hiryū " , and half the ready cover patrol aircraft . Nagumo ' s opportunity to hit the American ships , however , was now limited by the fact that his Midway strike force would be returning shortly and needed to land promptly or ditch into the sea . Because of the constant flight deck activity associated with combat air patrol operations during the preceding hour , the Japanese never had an opportunity to " spot " ( i . e . , position on the flight deck ) their reserve planes for launch . The few aircraft on the Japanese flight decks at the time of the attack were either defensive fighters or , in the case of " Sōryū " , fighters being spotted to augment the task force defenses . Spotting his flight decks and launching aircraft would have required at least 30 to 45 minutes . Furthermore , by spotting and launching immediately , Nagumo would be committing some of his reserve to battle without proper anti - ship armament ; he had just witnessed how easily unescorted American bombers had been shot down . Poor discipline caused many of the Japanese bombers to ditch their bombs and attempt to dogfight intercepting F4Fs . Japanese carrier doctrine preferred fully constituted strikes , and without confirmation of whether the American force included carriers ( not received until 08 : 20 ) , Nagumo ' s reaction was doctrinaire . In addition , the arrival of another American air strike at 07 : 53 gave weight to the need to attack the island again . In the end , Nagumo chose to wait for his first strike force to land , then launch the reserve , which would by then be properly armed and ready . In the final analysis , it made no difference ; Fletcher ' s carriers had launched their planes beginning at 07 : 00 , so the aircraft that would deliver the crushing blow were already on their way . There was nothing Nagumo could do about it . This was the fatal flaw of Yamamoto ' s dispositions : They followed strictly traditional battleship doctrine . Attacks on the Japanese fleet . The Americans had already launched their carrier aircraft against the Japanese . Admiral Fletcher , in overall command aboard " Yorktown " , and benefiting from PBY sighting reports from the early morning , ordered Spruance to launch against the Japanese as soon as was practical , while initially holding " Yorktown " in reserve should there be any other Japanese carriers discovered . ( Fletcher ' s directions to Spruance were relayed via Nimitz who , unlike Yamamoto , had remained ashore . ) Spruance judged that , though the range was extreme , a strike could succeed and gave the order " Launch the attack " at around 06 : 00 . He then left Halsey ' s Chief of Staff , Captain Miles Browning , to work out the details and oversee the launch , which did not go smoothly . It took until a few minutes after 07 : 00 before the first plane was able to depart Spruance ' s carriers , " Enterprise " and " Hornet " . Fletcher , upon completing his own scouting flights , followed suit at 08 : 00 from " Yorktown " . Admiral Fletcher , commanding the " Yorktown " task force , along with Captain Elliott Buckmaster , " Yorktown " s commanding officer , and their staffs had acquired first - hand experience in organizing and launching a full strike against an enemy force in the Coral Sea , but there was no time to pass these lessons on to " Enterprise " and " Hornet " which were tasked with launching the first strike . Spruance gave at this point his second crucial command , " Proceed to target " — not to fritter away precious minutes , waiting for the strike force to assemble fully , but to proceed to the target as quickly as possible , since neutralizing enemy carriers was the key to the survival of his own task force . Spruance judged that the need to throw something at the enemy as soon as feasible was greater than the need for a coordinated attack among the different types of aircraft ( fighters , bombers , and torpedo planes ) . Accordingly , American squadrons were launched piecemeal and proceeded to the target in several different groups . The lack of coordination was expected to diminish the overall impact of the American attacks as well as increasing their casualties . However , Spruance calculated that this risk was worth it , since keeping the Japanese under aerial attack hampered their ability to launch a counterstrike ( Japanese tactics preferred fully constituted attacks ) , and he gambled that he could find Nagumo with his flight decks at their most vulnerable . American carrier aircraft had difficulty locating the target , despite the positions they had been given . The strike from " Hornet " , led by Commander Stanhope C . Ring , followed an incorrect heading of 263 degrees rather than the 240 degrees indicated by the contact report . As a result , Air Group Eight ' s dive bombers missed the Japanese carriers . Torpedo Squadron 8 ( VT - 8 , from " Hornet " ) , led by Lieutenant Commander John C . Waldron , broke formation from Ring and followed the correct heading . However , the 10 F4Fs from " Hornet " had run out of fuel and had to ditch . Waldron ' s squadron sighted the enemy carriers and began attacking at 09 : 20 , followed by Torpedo Squadron 6 ( VT - 6 , from " Enterprise " ) whose Wildcat fighter escorts also ran low on fuel and had to turn back at 09 : 40 . Without fighter escort , all fifteen TBD Devastator s of VT - 8 were shot down without being able to inflict any damage , with Ensign George Gay the only survivor . VT - 6 lost 10 of their 14 Devastators , and 10 of " Yorktown ' s " VT - 3 ' s 12 Devastators were shot down with no hits to show for their effort , thanks in part to the abysmal performance of their Mark 13 torpedoes . Senior Navy and Bureau of Ordnance officers never questioned why half a dozen torpedoes , released so close to the Japanese carriers , produced no results . The Japanese combat air patrol , flying Mitsubishi A6M2 Zeros made short work of the unescorted , slow , under - armed TBDs . A few TBDs managed to get within a few ship - lengths range of their targets before dropping their torpedoes — close enough to be able to strafe the enemy ships and force the Japanese carriers to make sharp evasive maneuvers . Midway would be the last time that the TBD Devastator was ever used in combat . Despite their failure to score any hits , the American torpedo attacks indirectly achieved three important results . First , they kept the Japanese carriers off balance and unable to prepare and launch their own counterstrike . Second , they pulled the Japanese combat air patrol ( CAP ) out of position . Third , many of the Zeros ran low on ammunition and fuel . The appearance of a third torpedo plane attack from the southeast by Torpedo Squadron 3 ( VT - 3 from " Yorktown " ) at 10 : 00 very quickly drew the majority of the Japanese CAP to the southeast quadrant of the fleet . Better discipline and employment of a greater number of Zeroes for the CAP might have enabled Nagumo to prevent , or at least mitigate the damage caused by , the coming American attacks . By chance , at the same time VT - 3 was sighted by the Japanese , three squadrons of American SBDs from " Enterprise " and " Yorktown " ( VB - 6 , VS - 6 and VB - 3 , respectively ) were approaching from the southwest and northeast . The " Yorktown " squadron ( VB - 3 ) had flown just behind VT - 3 but elected to attack from a different course . The two squadrons from " Enterprise " were running low on fuel because of the time spent looking for the enemy . However , squadron commander C . Wade McClusky , Jr . decided to continue the search and by good fortune spotted the wake of the Japanese destroyer " Arashi " . The destroyer was steaming at full speed to rejoin Nagumo ' s carriers after having unsuccessfully depth - charge d U . S . submarine , which had earlier unsuccessfully attacked the battleship . Some bombers were lost from fuel exhaustion before the attack commenced . McClusky ' s decision to continue the search and his judgment , in the opinion of Admiral Chester Nimitz , " decided the fate of our carrier task force and our forces at Midway . . . " All three American dive - bombers squadrons ( VB - 6 , VS - 6 and VB - 3 ) arrived almost simultaneously at the perfect time , locations and altitudes to attack . Most of the Japanese CAP was focusing on the torpedo planes of VT - 3 and were out of position , armed Japanese strike aircraft filled the hangar decks , fuel hoses snaked across the decks as refueling operations were hastily completed , and the repeated change of ordnance meant bombs and torpedoes were stacked around the hangars , rather than stowed safely in the magazines , making the Japanese carriers extraordinarily vulnerable . Beginning at 10 : 22 , the two squadrons of " Enterprise " s air group split up and attacked two targets . However , a miscommunication initially caused both of the squadrons to dive at the " Kaga " . Lieutenant Commander Richard Halsey Best and his two wingmen were able to pull out of their dives and headed north to attack " Akagi " . Coming under an onslaught from almost two full squadrons , " Kaga " was hit by four or five bombs , which caused heavy damage and starting fires that could not be extinguished . One of the bombs landed near the bridge , killing most of the senior officers . Several minutes later , Best and his two wingmen dove on the " Akagi " . Although " Akagi " sustained only one direct hit ( almost certainly dropped by Lieutenant Commander Best ) , it nonetheless proved to be a fatal blow ; the bomb struck the edge of the mid - ship deck elevator and penetrated to the upper hangar deck , where it exploded among the armed and fueled aircraft there . Another bomb exploded underwater very close astern ; the resulting geyser bent the flight deck upward and also caused crucial rudder damage . Simultaneously , " Yorktown " s VB - 3 , commanded by Max Leslie , went for " Sōryū " , scoring at least three hits and causing extensive damage . Simultaneously , VT - 3 targeted " Hiryū " , which was hemmed in among " Sōryū " , " Kaga " , and " Akagi " , but achieved no hits . Within six minutes , " Sōryū " and " Kaga " were ablaze from stem to stern , as fires continued to spread through the ships . " Akagi " , having been struck by only one bomb , would take longer to burn , but the resulting fires quickly expanded and soon proved impossible to extinguish ; she too was eventually consumed by the flames . Despite initial hopes that " Akagi " could be saved or at least towed back to Japan , all three carriers were eventually abandoned and scuttled . Japanese counterattacks . " Hiryū " , the sole surviving Japanese aircraft carrier , wasted little time in counterattacking . " Hiryū " ' s first attack wave , consisting of 18 dive bombers and six fighter escorts , followed the retreating American aircraft and attacked the " Yorktown " , hitting her with three bombs , which blew a hole in the deck , snuffed out her boilers , and destroyed several anti - aircraft turrets . Despite the damage , repair teams were able to plank over the flight deck and restore power to several boilers within an hour , enabling her to resume air operations . Twelve Japanese dive bombers and four escorting fighters were lost in this attack . Approximately one hour later , " Hiryū " ' s second attack wave , consisting of ten torpedo bombers and six escorting A6Ms , arrived overhead ; however , repair efforts had been so effective , the Japanese assumed she must be a different , undamaged carrier . In the subsequent attack , " Yorktown " was struck by two torpedoes ; she lost all power and developed a 26 - degree list to port , which put her out of action and forced Admiral Fletcher to move his command staff to the heavy cruiser . Both carriers of Spruance ' s Task Force 16 were undamaged . News of the two strikes , with the reports each had sunk an American carrier , greatly improved morale in the " Kido Butai " . Its few surviving aircraft were all recovered aboard " Hiryū " where they were prepared for a strike against what was believed to be the only remaining American carrier . American counterattack . Late in the afternoon , a " Yorktown " scout aircraft located " Hiryū " , prompting " Enterprise " to launch a final strike of dive bombers ( including 10 SBDs from " Yorktown " ) . Despite " Hiryū " being defended by a strong cover of more than a dozen Zero fighters , the attack by " Enterprise " was successful : four , possibly five bombs hit " Hiryū " , leaving the carrier ablaze and unable to operate aircraft . ( " Hornet " s strike , launched late because of a communications error , concentrated on the remaining escort ships but failed to score any hits . ) After futile attempts at controlling the blaze , most of the remaining crew on " Hiryū " were evacuated and the remainder of the fleet continued sailing northeast in an attempt to intercept the American carriers . " Hiryū " stayed afloat for several more hours , being discovered early the next morning by an aircraft from the light carrier " Hōshō " and prompting hopes " Hiryu " could be saved or at least towed back to Japan . However , soon after being spotted , " Hiryū " sank . Rear Admiral Yamaguchi chose to go down with his ship , costing Japan perhaps her best carrier officer . As darkness fell , both sides took stock and made tentative plans for continuing the action . Admiral Fletcher , obliged to abandon the derelict " Yorktown " and feeling he could not adequately command from a cruiser , ceded operational command to Spruance . Spruance knew the United States had won a great victory , but he was still unsure of what Japanese forces remained and was determined to safeguard both Midway and his carriers . To aid his aviators , who had launched at extreme range , he had continued to close with Nagumo during the day and persisted as night fell . Finally , fearing a possible night encounter with Japanese surface forces and believing Yamamoto still intended to invade , Spruance changed course and withdrew to the east , turning back west towards the enemy at midnight . For his part , Yamamoto initially decided to continue the engagement and sent his remaining surface forces searching eastward for the American carriers . Simultaneously , a cruiser raiding force was detached to bombard the island . The Japanese surface forces failed to make contact with the Americans due to Spruance ' s decision to briefly withdraw eastward , and Yamamoto ordered a general retirement to the west . Spruance failed to regain contact with Yamamoto ' s forces on 5 June despite extensive searches . Towards the end of the day he launched a search and destroy mission to seek out any remnants of Nagumo ' s carrier force . This late afternoon strike narrowly missed detecting Yamamoto ' s main body and failed to score hits on a straggling Japanese destroyer . The strike planes returned to the carriers after nightfall , prompting Spruance to order " Enterprise " and " Hornet " to turn on their lights to aid the landings . At 02 : 15 on the night of 5 / 6 June , Commander John Murphy ' s , lying some west of Midway , made the second of the submarine force ' s two major contributions to the battle ' s outcome . Sighting several ships , neither Murphy nor his executive officer , Ray Spruance , Jr . , could identify them and , fearing they might be friendly , Murphy held fire . He did , however , report the ships to Admiral Robert English , Commander , Submarine Force , Pacific Fleet ( COMSUBPAC ) , but neglected to confirm their course . This report was passed on by English to Nimitz , who then sent it to Spruance . Unaware of the exact location of Yamamoto ' s " Main Body " ( a persistent problem since PBYs had first sighted the Japanese ) , Spruance assumed this sighting was of the invasion force and moved to block it while staying some northeast of Midway . The ships sighted by " Tambor " were the four cruisers and two destroyers Yamamoto had sent to bombard Midway . At 02 : 55 these ships received Yamamoto ' s order to retire and changed course to comply . At about the same time as the course change , " Tambor " was sighted , and during maneuvers designed to avoid a submarine attack and collided , inflicting serious damage to " Mogami " s bow . The less severely damaged " Mikuma " slowed to to keep pace . This was the most damage any of the 18 submarines deployed for the battle achieved . Only at 04 : 12 did the sky brighten enough for Murphy to be certain the ships were Japanese , by which time staying surfaced was hazardous , and he dived to approach for an attack . The attack was unsuccessful , and at around 06 : 00 he finally reported two westbound " Mogami " - class cruisers . Over the following two days , first Midway and then Spruance ' s carriers launched several strikes against the stragglers . " Mikuma " was eventually sunk by Dauntlesses , while " Mogami " survived further severe damage to return home for repairs . The destroyers " Arashio " and " Asashio " were also bombed and strafed during the last of these attacks . Captain Richard E . Fleming , a U . S . Marine Corps aviator , was killed while executing a glide bomb run on " Mikuma " and was posthumously awarded the Medal of Honor . Meanwhile , salvage efforts on " Yorktown " were encouraging , and she was taken in tow by USS " Vireo " . In the late afternoon of 6 June however , " Yorktown " was struck by two torpedoes from . There were only a few casualties aboard " Yorktown " , since most of the crew had already been evacuated , but a third torpedo from this salvo struck and sank the destroyer , which had been providing auxiliary power to " Yorktown " . " Hammann " broke in two with the loss of 80 lives , mostly due to her own depth charges exploding . With further salvage efforts deemed hopeless , the remaining repair crews were evacuated from " Yorktown " , which lingered until just after 05 : 00 on 7 June . Japanese casualties . By the time the battle ended , 3 , 057 Japanese had died . Casualties aboard the four carriers were : " Akagi " : 267 ; " Kaga " : 811 ; " Hiryu " : 392 ; " Soryu " : 711 ; a total of 2 , 181 . The heavy cruisers " Mikuma " ( sunk ; 700 casualties ) and " Mogami " ( badly damaged ; 92 ) accounted for another 792 deaths . In addition , the destroyers " Arashio " ( bombed ; 35 ) and " Asashio " ( strafed by aircraft ; 21 ) both were damaged during the air attacks which sank " Mikuma " and caused further damage to " Mogami " . Floatplanes were lost from the cruisers " Chikuma " ( 3 ) and " Tone " ( 2 ) . Dead aboard the destroyers " Tanikaze " ( 11 ) , " Arashi " ( 1 ) , " Kazagumo " ( 1 ) and the fleet oiler " Akebono Maru " ( 10 ) made up the remaining 23 casualties . Aftermath . After winning a clear victory , and as pursuit became too hazardous near Wake , American forces retired . Spruance once again withdrew to the east to refuel his destroyers and rendezvous with the carrier " Saratoga " , which was ferrying much - needed replacement aircraft . The American carriers eventually returned to Pearl Harbor . Historian Samuel E . Morison wrote in 1949 that Spruance was subjected to much criticism for not pursuing the retreating Japanese , thus allowing their surface fleet to escape . Clay Blair argued in 1975 that had Spruance pressed on , he would have been unable to launch his aircraft after nightfall , and his cruiser escorts would have been overwhelmed by Yamamoto ' s larger and more powerful surface units , including . On 10 June , the Imperial Japanese Navy conveyed to the military liaison conference an incomplete picture of the results of the battle . Chūichi Nagumo ' s detailed battle report was submitted to the high command 15 June . It was intended only for the highest echelons in the Japanese Navy and government , and was guarded closely throughout the war . In it , one of the more striking revelations is the comment on the Mobile Force Commander ' s ( Nagumo ' s ) estimates : " The enemy is not aware of our plans ( we were not discovered till early in the morning of the 5th at the earliest ) . " The Japanese public were kept in the dark as to the extent of the defeat , as was much of the military command structure . Japanese news announced a great victory . Only Emperor Hirohito and the highest Navy command personnel were accurately informed of the carrier and pilot losses . Subsequently , Army planners continued to believe , for at least a short time , that the fleet was in good condition . On the return of the Japanese fleet to Hashirajima on 14 June the wounded were immediately transferred to naval hospitals ; most were classified as " secret patients " , placed in isolation wards and quarantined from other patients and their own families to prevent the secret of this major defeat from getting out to the general populace . The remaining officers and men were quickly dispersed to other units of the fleet and , with no chance to see family or friends , were shipped to units in the South Pacific where the majority died . By contrast none of the flag officers or staff of the Combined Fleet was penalized , with Nagumo later being placed in command of the rebuilt carrier force . The Japanese Navy did learn some lessons from Midway : new procedures were adopted whereby more aircraft were refueled and re - armed on the flight deck , rather than in the hangars , and the practice of draining all unused fuel lines was adopted . The new carriers being built were redesigned to incorporate only two flight deck elevators and new firefighting equipment . More carrier crew members were trained in damage - control and firefighting techniques , although the losses later in the war of , ' , and especially ' showed that there were still problems in this area . Replacement pilots went through an abbreviated training regimen , meeting the short - term needs of the fleet ; however , this led to a decline in the quality of training . These inexperienced pilots were fed into front - line units , while the veterans who remained after Midway and the Solomons campaign were forced to share an increased workload in increasingly desperate conditions , with few being given a chance to rest in rear areas or in the home islands . As a result , Japanese naval air groups progressively declined in overall quality during the war . War crimes . Three U . S . airmen , Ensign Wesley Osmus ( pilot , " Yorktown " ) , Ensign Frank O ' Flaherty ( pilot , " Enterprise " ) and Aviation Machinist ' s Mate B . F . ( or B . P . ) Bruno Gaido ( radioman - gunner of O ' Flaherty ' s SBD ) were captured by the Japanese during the battle . Osmus was held on the " Arashi " , with O ' Flaherty and Gaido on the cruiser " Nagara " ( or destroyer " Makigumo " , sources vary ) , and then were later killed . The report filed by Admiral Nagumo states of Ensign Osmus , " He died on 6 June and was buried at sea " . Nagumo recorded obtaining seven items of information , including the enemy ' s strength , but did not mention the death of O ' Flaherty or Gaido . O ' Flaherty and Gaido were tied to five - gallon kerosene cans filled with water and dumped overboard at an unknown date several days or more after the battle . Impact . The Battle of Midway has often been called " the turning point of the Pacific " . However , the Japanese continued to try to secure more strategic territory in the South Pacific , and it would take several more months of hard combat before the U . S . moved from a state of naval parity to one of increasing supremacy . Thus , although Midway was the Allies ' first major victory against the Japanese , it did not radically change the course of the war ; instead it was the cumulative effects of the Coral Sea battle and Midway which reduced Japan ' s ability to undertake major offensives . In addition Midway paved the way for the landings on Guadalcanal , and the prolonged attrition of the Solomon Islands campaign , both of which finally allowed the Allies to take the strategic initiative and swing onto the offensive for the rest of the Pacific War . Finally , Midway bought the United States valuable time until the first of the new Essex - class fleet carriers became available at the end of 1942 . The battle also showed the worth of pre - war naval cryptology and intelligence gathering efforts . These efforts continued and were expanded throughout the war in both the Pacific and Atlantic theaters . Successes were numerous and significant . For instance , the shooting down of Admiral Yamamoto ' s airplane was possible only because of navy cryptanalysis . Some authors have stated heavy losses in carriers and veteran aircrews at Midway permanently weakened the Imperial Japanese Navy . Parshall and Tully , however , have stated that the losses in veteran aircrew , while heavy ( 110 , just under 25 % of the aircrew embarked on the four carriers ) , were not crippling to the Japanese naval air - corps as a whole : the Japanese navy had some 2 , 000 carrier - qualified aircrew at the start of the Pacific war . A few months after Midway , the JNAF sustained similar casualty rates at both the Battle of the Eastern Solomons and Battle of Santa Cruz , and it was these battles , combined with the constant attrition of veterans during the Solomons campaign , which were the catalyst for the sharp downward spiral in operational capability . However , the loss of four large fleet carriers , and over 40 % of the carriers ' highly trained aircraft mechanics and technicians , plus the essential flight - deck crews and armorers , and the loss of organizational knowledge embodied by such highly trained crew , were heavy blows to the Japanese carrier fleet . After the battle and were the only large carriers of the original Pearl Harbor strike - force left for offensive actions . Of Japan ' s other carriers , was the only Fleet carrier worth teaming with " Shōkaku " and " Zuikaku " , while , , and , were second - rate ships of comparatively limited effectiveness . By the time of the Battle of the Philippine Sea , while the Japanese had somewhat rebuilt their carrier forces , the planes were largely flown by inexperienced pilots and the carrier fleet was not as potent a striking force as it had been before Midway . In the time it took Japan to build three carriers , the U . S . Navy commissioned more than two dozen fleet and light fleet carriers , and numerous escort carriers . By 1942 , the United States was already three years into a shipbuilding program , mandated by the Second Vinson Act , intended to make the navy larger than Japan ' s . The greater number of USN aviators survived the Battle of Midway and subsequent battles of 1942 , and combined with growing pilot training programs , the US accumulated a large number of skilled pilots to complement its material advantages in ships and planes . Discovery of sunken vessels . Because of the extreme depth of the ocean in the area of the battle ( more than ) , researching the battlefield has presented extraordinary difficulties . However , on 19 May 1998 , Robert Ballard and a team of scientists and Midway veterans from both sides located and photographed ( artist ' s rendering ) " Yorktown " . The ship was remarkably intact for a vessel that sank in 1942 ; much of the original equipment and even the original paint scheme were still visible . Ballard ' s subsequent search for the Japanese carriers was ultimately unsuccessful . In September 1999 , a joint expedition between Nauticos Corp . and the U . S . Naval Oceanographic Office searched for the Japanese aircraft carriers . Using advanced renavigation techniques in conjunction with the ship ' s log of the submarine USS " Nautilus " , the expedition located a large piece of wreckage , subsequently identified as having come from the upper hangar deck of " Kaga " . The main wreck of the " Kaga " , however , has yet to be located . Remembrances . Chicago Municipal Airport , important to the war effort in World War II , was renamed Chicago Midway International Airport ( or simply Midway Airport ) in 1949 in honor of the battle . Waldron Field , an outlying training landing strip , at Corpus Christi NAS as well Waldron Road leading to the strip , was named in honor of the commander of USS " Hornet " ' s Torpedo Squadron 8 . Yorktown Blvd leading away from the strip was named for the U . S . carrier sunk in the battle . An escort carrier , USS " Midway " ( CVE - 63 ) was commissioned on 17 August 1943 . She was renamed " St . Lo " on 10 October 1944 to clear the name " Midway " for a large fleet aircraft carrier , , commissioned on 10 September 1945 ( eight days after the Japanese surrender ) . The latter ship is now docked in San Diego , California and is in use as the USS Midway Museum . On 13 September 2000 , Secretary of the Interior Bruce Babbitt designated the lands and waters of Midway Atoll National Wildlife Refuge as the Battle of Midway National Memorial .