The story of the Battle of Midway, told by the leaders and the sailors who fought it.
Following the Japanese attack on Pearl Harbor, the United States is thrust into World War II. The U.S. fleet enlists their best men on the sea and in the skies to fight back.
A transmission is picked up in Washington to alert them that the Japanese are planning to attack Midway. The Americans corner them there and take out their carriers and battleships. The Japanese are forced to retreat, leaving the Americans victorious.
In 1937, the US Naval attaché in Tokyo and his counterpart discuss the US and Japanese positions in the Pacific Ocean during a state function. Isoroku Yamamoto quietly informs intelligence officer Edwin T. Layton that they will take action if their oil supplies are threatened. On the morning of December 7, 1941, the Japanese use their carrier fleet to strike at Pearl Harbor. The attack leads the US to enter World War II. Shortly thereafter, a command shake-up occurs at Pearl Harbor as Admiral Chester Nimitz assumes command of the badly damaged US Pacific Fleet. Layton speaks with Nimitz over his failure to convince Washington of the impending attack on Pearl Harbor. Nimitz instructs him to stick to his guns in the next battle with Washington so as to avoid a repeat of the surprise attack at Pearl Harbor.
In April 1942, following the Doolittle Raid, the Japanese turn their attention to the Coral Sea. Meanwhile, Joseph Rochefort and his cryptology team begins intercepting messages concerning a location the Japanese identify as “AF”. Layton speaks with Nimitz, who informs him that Washington believes “AF” to be a target in the Aleutians. Layton disagrees, believing the intended target to be Midway Atoll. After meeting with Rochefort, Nimitz instructs the team to find a way to definitively prove that “AF” is Midway. After Layton instructs Midway to telegraph in the clear (unencrypted) that they are suffering a water shortage, cryptologists working for Rochefort intercept Japanese communications concerning water shortages on “AF” – thus confirming that “AF” is Midway. In preparation for an ambush of the Japanese fleet, Nimitz orders carriers Hornet and Enterprise recalled from the Coral Sea and demands that the damaged Yorktown be made ready for combat operations within 72 hours.
On June 4, the Japanese launch an air attack against Midway. Initial attempts by US land-based aircraft to strike at the Japanese fleet carriers fail. A crashing B-26 narrowly misses striking a carrier’s bridge. The Japanese are stunned, believing the aircraft was attempting a suicide ramming, although Admiral Chūichi Nagumo nervously suggests that the plane was out of control due to battle damage. Nautilus, a US submarine, successfully locates and attacks an enemy carrier but the torpedo misses its target. The destroyer Arashi keeps the submarine pinned down so that the carriers can escape. Meanwhile, US carrier planes are launched in an effort to destroy the Japanese carriers. After reaching the last known location of the Japanese fleet the US forces discover that the carriers have moved. Meanwhile, Admiral Nagumo learns of the presence of the US fleet and orders his men to rearm his planes for the anti-ship attack. Anti-aircraft fire from ships and Japanese planes combined with evasive maneuvers keep the carriers safe. However, the attacks keep the Japanese carriers off balance and unable to prepare and launch their own counterstrike, and keeping Japanese planes out of position for subsequent attacks. Upon spotting the Arashi, the Commander of the Air Group (CAG) of the Enterprise, C. Wade McClusky, correctly infers the Japanese destroyer is rushing back to the main Japanese fleet and leads his planes to follow its course.
As Nagumo’s personnel switch out the aircraft ordnance, US carrier-based planes abruptly appear. Enterprise squadron commanders McClusky and Richard Halsey Best successfully lead their planes through the anti-aircraft fire and destroy the Japanese carriers Kaga and Akagi, and squadrons from the Yorktown destroy the Sōryū. Attempting to salvage the battle, Hiryū commanded by Tamon Yamaguchi attempts to rally the remaining Japanese aircraft for an assault against the US carriers. Locating Yorktown, the Japanese bomb and disable the carrier.
Upon returning to the Enterprise, Best receives word that about half of his squadron is either missing or destroyed. Informed that there is a surviving Japanese carrier, Best rallies what pilots he can and sets off to attack the Hiryu. Japanese anti-aircraft fire fails to stop the attack, and Best scores a critical hit that destroys the Hiryu. Raymond Spruance, informed of the destruction of the last Japanese carrier, decides to withdraw for the night rather than press his luck. Informed of the loss of his carriers in battle, Admiral Yamamoto orders his fleet to withdraw from the battle rather than risk his battleships without sufficient air cover, thus bringing the Battle of Midway to a close. In Pearl Harbor, Rochefort intercepts the Japanese order to withdraw and passes it to Layton, who then informs Nimitz and his staff of Yamamoto’s decision to withdraw, and by extension the US victory in the Battle of Midway, followed by a coda depicting the fate of the various participants as well as Japanese reprisals after the battle.
1937, Kyoto – Lieutenant Commander Edwin T. Layton (Patrick Wilson) meets with Admiral Isoroku Yamamoto (Etsushi Toyokama) following a dinner with the Japanese navy. Yamamoto tells Layton how Japan is eager to become a world power on the same level as the U.S. and China, but the U.S. only sends a limited amount of oil. He promises to Layton that if their supplies are compromised, the Japanese will be forced to take drastic measures.
Four years later, World War II is raging on, with Japan having invaded China and Hitler taking over Europe. The U.S. has remained neutral up until this point. Just over a thousand miles of Pearl Harbor, pilot Dick Best (Ed Skrein) is flying during a routine exercise with other pilots, ending with a rocky landing aboard the USS Enterprise. He must stay behind and work with his superior officer, Wade McClusky (Luke Evans).
On the USS Arizona, Lt. Roy Pearce (Alexander Ludwig) is setting up for church with the rookies. Moments later, Japanese airships fly in and begin to fire upon Pearl Harbor. Ships are bombed and pilots are shot out of the sky. Best’s wife Ann (Mandy Moore) and daughter Barbara (Madison Roukema) notice the attack from their backyard. Layton is alerted to the attack and joins his fellow officers. Pearce helps the young men move across to a safer boat while he stays behind and tries to fight back. McClusky gathers his men to prepare themselves for battle, now that the U.S. is officially part of WWII.
After bodies are recovered from the ocean, Best goes to identify Pearce’s body, as he was his roommate and old friend. With Pearce’s body burnt beyond recognition, Best can only identify him with a class ring. Later, Best joins his fellow soldiers at a bar to toast to Pearce’s memory.
In Japan, Yamamoto becomes aware that the attack has provoked the U.S. He meets with Rear Admiral Tamon Yamaguchi (Tadanobu Asano), having hoped that Vice Admiral Chuichi Nagumo (Jun Kunimara) would destroy the U.S. oil tankers, but the men proceed to work on their next move, which is to go after the U.S. air carriers.
Admiral Chester Nimitz (Woody Harrelson) arrives in Washington to be assigned as the new commander of the U.S. Pacific Fleet, which took a major hit with the Pearl Harbor attack. He later meets Layton, discussing the latter’s failure to warn his superiors in time prior to the attack. Nimitz is firm that he will help lead the men in their next fight, starting by sending them to invade the Marshall Islands.
McClusky’s men fly into the Islands, while William “Bull” Halsey’s (Dennis Quaid) men take on the Japanese from the seas. A fight ensues, with U.S. pilots firing upon Japanese ships. A machinist named Bruno Gaido (Nick Jonas) manages to successfully shoot down a Japanese plane into the ocean, which gets him promoted by Halsey.
Later on, Lt. Colonel James Doolittle (Aaron Eckhart) arrives as the men are heading to Japan to provide bomber planes with the intent of striking Tokyo. They begin their air raids across Japan. Doolittle ends up in Japanese-occupied territory in China. Japanese planes fire upon the village where Doolittle is, killing a number of civilians.
Layton informs Nimitz that cryptanalyst Joseph Rochefort (Brennan Brown) has picked up a message that indicates the Japanese are moving toward the Coral Sea, targeting something referred to as “AF”. The Americans make their move in that direction as well. Halsey promotes McClusky to lead the pilots while Best is promoted to skipper. Layton thinks that, contrary to Washington’s belief on the Japanese are targeting a location in the South Pacific, Layton thinks “AF” is code for Midway, and they are planning to attack there in a matter of weeks. Layton brings Nimitz to personally meet with Rochefort to back up their claims. Nimitz orders them to try and convince Washington with this information. Nimitz later acknowledges this as fact after learning from Rochefort’s cryptologists that the target is a place with a water shortage, and Layton had just learned Midway’s water plant was down.
Best begins training the rookies to fly. One man messes up and lands in the water, getting killed when a ship sails over the plane. Best expresses his woes and doubts to Ann later that night.
Nimitz orders USS Hornet and Enterprise out of the Coral Sea and demands that Yorktown, which has been greatly damaged, be spruced up for attack within 72 hours. The men continue to prepare and train themselves, all while dreading the battle that lies ahead.
On the morning of June 4, the Japanese launch their attack on Midway. Director John Ford (Geoffrey Blake) runs around the scene with his crew to get some great footage for his next project. The Americans swoop in the join the battle. McClusky orders his men to follow the Japanese as their destroyer makes its way back to the main fleet for reinforcements. The U.S. launch a torpedo at a Japanese battleship, but they miss. Meanwhile, Nagumo and Yamaguchi plot to launch another strike against the air carriers. The pilots proceed to bomb the Japanese battleships, severely wiping out their attache. In the middle of the battle, Gaido and another soldier are found by the Japanese in the ocean and are brought onboard. After Gaido insults them, he is thrown overboard and sunk with an anchor.
The Japanese retaliate and destroy Yorktown. Best is informed that his squadron has lost many men and that one Japanese carrier remains, so he rounds up all the men he can to head out and destroy it. Following their defeat, Yamamoto orders his fleet to retreat rather than risk more casualties. Washington learns of the Japanese surrender, and they celebrate their victory. Yamaguchi and Nagumo stay behind and go down with their ship as it is bombed.
The soldiers return home from their battle. Best reunites with Ann, informing her that he may not fly again since the doctors told him he inhaled caustic fumes. She is just happy that he is home, safe and sound.
There are numerous texts regarding the fates of the American and Japanese men involved, as well as a dedication to all those that gave their lives.