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

Please take time to review the Navy's site for background and details of the Battle of Midway.  http://www.navy.mil/midway/index.html

 Background to the Battle of Midway
    Following the outbreak of the Pacific War in December 1941, the Japanese armed forces conducted military operations against U.S., British
  Commonwealth, and Dutch possessions in the Pacific and Southeast Asia. The first phase of these operations, which was the seizure of Malaysia,  Singapore, the Dutch East Indies, the Philippines, and various island groups in the central and western Pacific, was virtually complete by March 1942. The  second phase, initiated by Japanese Imperial Headquarters on 23 January, was designed to isolate and neutralize Australia and India. In the Pacific, this  plan envisioned the seizure of bases in Papua/New Guinea and the Solomon Islands, which would be used to support future operations against New  Caledonia, Fiji, and Samoa. By early March, with the seizure of Lae and Salamaua, the entire north coast of Papua/New Guinea had fallen to Japanese forces who were planning for an amphibious invasion of Port Moresby.
     By this time, two secure American naval intelligence centers were in operation in the Pacific: one in Melbourne, Australia, and another at Pearl Harbor  ("Hypo"). A third, at Corregidor ("Cast"), was rapidly disintegrating under Japanese air and artillery attacks on the island. Its cryptanalysts and equipment  were in the process of evacuation to Melbourne. These facilities intercepted Japanese radio communications and, through traffic analysis and  codebreaking, uncovered the location of major fleet units and shore based air forces. More importantly, by translating messages and studying operational  patterns, Melbourne and Hypo predicted future Japanese operations. The intelligence centers provided their analysis, through daily communications  intelligence (COMINT) briefings and warning reports, to senior American commanders, including Commander in Chief, U.S. Fleet (Admiral Ernest J. King),  and Commander in Chief, Pacific Fleet (Admiral Chester W. Nimitz).
     In early March, the Japanese postponed their planned seizure of Port Moresby because of previous events. An American carrier raid on Japanese  shipping at Lae and Salamaua on the 10th, along with a previously unsuccessful attempt to attack Rabaul on 20 February, had demonstrated to Commander  in Chief, Fourth Fleet (Admiral Shigeyoshi Inouye), that Japanese were not assured of air superiority in the region. It was not until early May, when Admiral  Inouye had three carriers for operations, that the invasion could begin. On 7-8 May, the first carrier battle of the war took place in the Coral Sea. Each side  had a carrier damaged, while the American lost the carrier USS Lexington and the Japanese lost the light carrier Shoho. More important the Japanese broke  off their invasion attempt. It was the first time the Japanese had been stopped in the Pacific. Significantly, American cryptanalysts had provided crucial order  of battle and operational communications intelligence to the Allied commanders in the South Pacific.
     In addition to this advance toward Port Moresby, evidence that Japan was intent on expanding east of the Marshall Islands appeared in COMINT in early  1942. Land-based air units and equipment began appearing in message traffic to and from the Marshall Islands and the Mandates. On 4 March, the  designator "AF" began appearing in partially decoded messages. Then, on 5 March, Japanese seaplanes, refueled from a submarine at French Frigate  Shoals, Territory of Hawaii, conduct a small armed reconnaissance mission over Oahu. Finally, on 13 March, American cryptanalysts both broke the  Japanese Navy's General-Purpose Code (JN 25) and identified "AF" as Midway Island.
     On 16 April, after several months of discussion, Commander in Chief, Combined Fleet (Admiral Isoruku Yamamoto), convinced the Imperial General Staff  to agree to his Midway and Aleutians strategy for the summer. In Admiral Yamamoto's view, the capture of Midway Island would allow Japan to pursue its  Asian policies behind an impregnable eastern shield of defenses in the Central Pacific. The centerpiece of this plan was a feint toward Alaska followed by  an invasion of Midway. When the U.S. Pacific Fleet responded to the landings on Midway, Japanese carrier and battleship task forces, waiting unseen to the west of the Midway strike Force, would fall upon and destroy the unsuspecting Americans. If successful, the plan would effectively eliminate the U.S.
  Pacific Fleet for at least a year and provide a forward outpost from which ample warning of any future threat by the U.S. would come.
     Two days later, Lieutenant Colonel James Doolittle and a small number of American airmen from the U.S. Army Air Corps took off from USS Hornet in land  based bombers to attack the Japanese home islands. As a result of this attack, which caused the Japanese to want to extend their first line of defense as   far east as possible, the Japanese advanced the date of their planned attack on Midway. On 5 May, Imperial General Headquarters issued "Navy Order No. 18" directing Admiral Yamamoto to carry out the occupation of Midway Island and key points in the western Aleutians in cooperation with the Army.
     At the same time, Japanese Navy communication activity in the vicinity of Japan dramatically increased, reflecting naval exercises conducted in  preparation for both the Midway and Aleutian operations. On 7 May, Hypo provided a translation of the agenda for a Japanese aviation conference, called by Commander in Chief, 1st Air Fleet (Vice Admiral Nagumo), scheduled for 16 May. The conference concerned tactics to be employed in obtaining air  superiority over a target, assisting in amphibious landings, and bombing and strafing attacks to wipe out local resistance. On 9 May, Melbourne intercepted  and translated "1st Air Fleet Striking Force Order No. 6," which confirmed the creation of a new carrier strike force and that a major Fleet movement would begin on 21 May. In response to this COMINT, American cryptanalysts supplied warning notices of Japanese offensives scheduled for late May.    On 19 May, the Officer in Charge of COMINT processing at Hypo (Commander Joseph J. Rochefort) and the intelligence officer for the Pacific Fleet
  (Lieutenant Commander Edwin T. Layton), identified Midway and Dutch Harbor, Aleutian Islands, as specific Japanese objectives. On the 22nd, following  a radio deception operation, Melbourne completely confirmed that "AF" meant Midway. Hypo then discovered the date cipher used in Japanese message traffic. This meant analysts could determine exactly when the attack would take place. After examining previously intercepted messages, Hypo predicted an attack on Midway on 4 June. Admiral Nimitz used this estimate to plan American countermeasures.
     On 26 May, since COMINT suggested the Japanese intended to approach from that direction, submarine USS Gudgeon (SS-211) sailed for a surface patrol northwest of Midway. Also on the 26th, aircraft ferry USS Kitty Hawk (AKV-1) arrived at Midway with reinforcements for Marine Air Group (MAG) 22, a  light tank platoon earmarked for a mobile reserve, and the 3d Defense Battalion, equipped with 3-inch antiaircraft guns. On that same day, Task Force  Sixteen (TF 16) under the command of Rear Admiral William F. Halsey, and centered around USS Hornet (CV- 8) and USS Enterprise (CV-6), returned to  Pearl Harbor from the South Pacific to begin preparations for the upcoming battle. Although suffering from damage inflicted by Japanese bombs during the  7-8 May Battle of the Coral Sea, USS Yorktown (CV-5) returned the next day.
     Also on the 26th, the Japanese Northern Force, which included two light carriers, sailed from Ominato toward the Aleutians. The next day, Japanese  forces began getting underway for Midway. Chief among them was First Mobile Force, Carrier Strike Force (Vice Admiral Nagumo Chuichi), comprising  the four large carriers Akagi, Kaga, Soryu, and Hiryu with a total of 229 carrier aircraft. On the 28th, the Japanese First Fleet, Main Body (Admiral Yamamoto  in battleship Yamato) sortied from home waters. The Second Fleet, Escort Force (Rear Admiral Tanaka Raizo), including 15 transports, sailed from Saipan;  Second Fleet, Occupation Support Force (Rear Admiral Kurita Takeo) sortied from Guam. These forces were supported by 17 patrol seaplanes.   TF 16 (Rear Admiral Raymond A. Spruance), formed around Enterprise and Hornet, departed Pearl Harbor on 28 May to take up a position northeast of  Midway. Spruance replaced Halsey for this operation because Halsey was suffering from a painful attack of shingles. Two days later, Task Force Seventeen  (TF 17) under the command of Rear Admiral Frank Jack Fletcher, formed around the quickly repaired Yorktown, and sailed from Pearl to join TF 16 northeast of Midway. When TF 17 and TF 16 joined about 350 miles northeast of Midway on 2 June, Rear Admiral Fletcher became officer in tactical command. The three American carriers, augmented by cruiser-launched floatplanes, provided 234 aircraft afloat. These were supported by 110 fighters, bombers, and patrol planes at Midway. As part of pre-battle disposition, 25 fleet submarines under the command of Rear Admiral Robert H. English were deployed around Midway.
     Meanwhile, on 29 May, seaplane tender (destroyer) USS Thornton (AVD-11) arrived at French Frigate Shoals to relieve light minelayer USS Preble  (DM-20) on patrol station there. The presence of U.S. ships at French Frigate Shoals prevented the Japanese from refueling flying boats to reconnoiter  Pearl Harbor. Although the Japanese could not visually confirm the departure of Task Forces 16 and 17 from Pearl Harbor, American preparations to   defend Midway were on the verge of discovery anyway. Japanese COMINT stations not only learned of carrier movements in and out of Pearl Harbor,  simply by listening to increased air-ground radio chatter, but traffic analysis of "Urgent" American radio messages coming out of Pearl Harbor suggested  at least one Task Force was at sea. Incredibly, these discoveries by Japanese COMINT were withheld from the Midway Strike Force because of  Yamamoto's strict radio silence restrictions.
     On 3 June, in the preliminary moves of the Battle of Midway, American land-based aircraft from Midway located and attacked Japanese transports about  600 miles west of Midway Island. U.S. Army Air Force Boeing B-17 ("Flying Fortress") bombers inflicted no damage, however, and four Consolidated PBY  ("Catalinas") from VP-24 were sent out for a night attack on the approaching transports. As part of the overall Japanese plan, the Second Strike Force (Rear Admiral Kakuta Kikuji) bombed Dutch Harbor with planes from light carriers Ryujo and Junyo. In an event whose importance became clear only later, one Mitsubishi A6M ("Zeke") carrier fighter was disabled by antiaircraft fire and made an emergency landing on Akutan Island. The pilot, fooled by the flat ground, flipped the plane over upon landing in a bog and was killed. American intelligence analysts later studied the plane to discover its strengths and weaknesses.

  The Battle
     Just after midnight on 4 June, Admiral Nimitz, based on patrol plane reports, advised Task Forces 16 and 17 of the course and speed of the Japanese "main body," also noting their distance of 574 miles from Midway. Shortly after dawn, a patrol plane spotted two Japanese carriers and their escorts, reporting "Many planes heading Midway from 320 degrees distant 150 miles!"
     The first attack on 4 June, however, took place when the four night-flying PBYs attacked the Japanese transports northwest of Midway with one PBY torpedoing fleet tanker Akebono Maru. Later that morning, at roughly 0630, Aichi D3A ("Val") carrier bombers and Nakajima B5N ("Kate") torpedo planes, supported by numerous fighters ("Zekes"), bombed Midway Island installations. Although defending U.S. Marine Corps Brewster F2A ("Buffalo") and Grumman F4F ("Wildcat") fighters suffered disastrous losses, losing 17 of 26 aloft, the Japanese only inflicted slight damage to the facilities on Midway. Motor Torpedo Boat PT-25 was also damaged by strafing in Midway lagoon.
     Over the next two hours, Japanese "Zekes" on Combat Air Patrol (CAP) and antiaircraft fire from the Japanese fleet annihilated the repeated attacks by  the American aircraft from Marine Corps Douglas SBD ("Dauntless") and Vought SB2U ("Vindicator") scout bombers from VMSB-241, Navy Grumman TBF ("Avenger") torpedo bombers from VT-8 detachment, and U. S. Army Air Force torpedo-carrying Martin B-26 ("Marauder") bombers sent out to attack the Japanese carriers. Army Air Force "Flying Fortresses" likewise bombed the Japanese carrier force without success, although without losses to themselves.
      Between 0930 and 1030, Douglas TBD ("Devastator") torpedo bombers from VT 3, VT-6, and VT-8 on the three American carriers attacked the Japanese carriers. Although nearly wiped out by the defending Japanese fighters and antiaircraft fire, they drew off enemy fighters, leaving the skies open for dive  bombers from Enterprise and Yorktown. VB-6 and VS-6 "Dauntlesses" from Enterprise bombed and fatally damaged carriers Kaga and Akagi, while VB-3 "Dauntlesses" from Yorktown bombed and wrecked carrier Soryu. American submarine Nautilus (SS-168) then fired torpedoes at the burning Kaga but her torpedoes did not explode.
      At 1100, the one Japanese carrier that escaped destruction that morning, Hiryu, launched "Val" dive bombers that temporarily disabled Yorktown around noon. Three and a half hours later, Hiryu's "Kate" torpedo planes struck a second blow, forcing Yorktown's abandonment. In return, "Dauntlesses" from Enterprise mortally damaged Hiryu in a strike around 1700 that afternoon. The destruction of the Carrier Strike Force compelled Admiral Yamamoto to  abandon his Midway invasion plans, and the Japanese Fleet began to retire westward.
     During the battle, Japanese destroyers had picked up three U.S. naval aviators from the water. After interrogation, however, all three Americans were  murdered. One TBD pilot, Lieutenant George Gay escaped detection by the Japanese ships and was later rescued by a PBY.
     On 5 June, TF 16 under command of Rear Admiral Spruance pursued the Japanese fleet westward, while work continued to salvage the damaged  Yorktown. Both Akagi and Hiryu, damaged the previous day, were scuttled by Japanese destroyers early on the 5th.
     The last air attacks of the battle took place on 6 June when dive bombers from Enterprise and Hornet bombed and sank heavy cruiser Mikuma, and  damaged destroyers Asashio and Arashio,as well as the cruiser Mogami. At Admiral Spruance's expressed orders, issued because of the destruction of three torpedo squadrons on 4 June, "Devastators" from VT-6 that accompanied the strike did not attack because of the threat to them from surface antiaircraft fire. After recovering these planes, TF 16 turned eastward and broke off contact with the enemy. COMINT intercepts over the following two days documented the withdrawal of Japanese forces toward Saipan and the Home Islands.
     Meanwhile, on the 6th, Japanese submarine I-168 interrupted the U.S. salvage operations, torpedoing Yorktown and torpedoing and sinking destroyer USS Hammann (DD-412). Screening destroyers depth-charged I-168 but the Japanese submarine escaped destruction. Yorktown, suffering from numerous torpedo hits, finally rolled over and sank at dawn on 7 June.