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1* SugarWiki/AwesomeMusic: John Scott's score is a treasure trove of epic military marches, and the [[https://www.youtube.com/watch?v=McNSgFzSm3s main theme]] has been used as the [[https://en.wikipedia.org/wiki/Breakaway_music breakaway music]] for the real USS ''Nimitz'' ever since.
2* FridgeHorror: Imagine being the pilot of the Japanese Zero that was shot down. You proceed on a normal mission and attack a US boat, no issue. But then, you are chased by planes that bear the marking of your enemies, but moving at impossible speeds, with a design like no other, and are the size of medium bombers yet incredibly agile. No matter how agile you move, you can't lose them. Then, your wingman gets shot down with bullets so fast you cannot even see the bullet trail, and just when you think you are safe as the plane chasing you has slowed down, it releases something that you can't even begin to identify before it blows you to smithereens.
3* GeniusBonus:
4** At one point, Yelland's XO informs him that the Zeroes are coming straight towards the ''Nimitz'' with an armed strike group sitting on the flight deck, at which point Yelland promptly orders the Zeroes shot down. Anyone who knows their UsefulNotes/WW2 history knows that the Japanese carrier ''Sōryū'' was sunk when she was caught in a similar predicament by U.S. warplanes. [[note]]Modern scholarship, especially after ''Shattered Sword'' in 2005, has clarified that rather than a full strike group only a few planes were being spotted to supplement the Japanese Combat Air Patrol. Of course, the American pilots who were in a dive with flak shooting at them had slightly better things to do than count the exact number of planes on the deck for a historian's bookkeeping. Japanese sources were additionally hard to come by because--in addition to documents being hard to find post-war and translation always being an issue--Midway was not a pleasant topic for most of the officers involved. Allegations of rewriting history have been thrown at numerous officers, especially notably at Mitsuo Fuchida who wrote some the earliest translated sources.[[/note]]
5** According to the DVDCommentary, the air-to-air filming for the movie was done using a retired B-25 Mitchell bomber (operated by the same organization as the T-6 Texan trainers [[WeaponsUnderstudies standing in for the Zeroes]]), the same kind of aircraft used in the Doolittle raid executed by the US against Japan in retaliation for the Pearl Harbor attack.
6* NightmareFuel: When the storm overtakes the ''Nimitz'' the first time, there are some eerie scenes of sailors being overwhelmed by the disorienting effects - in particular, the image of a hand being electrocuted by a control panel.
7* TheyWastedAPerfectlyGoodPlot: The plot probably would have been much more interesting had the ''Nimitz'' actually intercepted the Japanese fleet, which would have irrevocably changed the course of history for better or [[NiceJobBreakingItHero worse]]. Instead, it is stopped at the last second by DeusExMachina. Showing a 1980's air force taking on a 1941 air force would probably require modern computer graphics to get it right, though - the model budget would have been HUGE.
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