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"Today, we’re going to be underdogs. Today, we prove the American Navy isn't a joke!"
"We’re talking about a couple dozen planes against all the Japanese fleet. This isn’t a fair fight."
Lieutenant Dick Best
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Midway is a 2019 war film directed by Roland Emmerich.

The story is about the Battle of Midway in June 1942 during World War II, told by the leaders, pilots and sailors who fought it.

The All-Star Cast features Patrick Wilson as Edwin Layton, Woody Harrelson as Admiral Chester Nimitz, Luke Evans as Commander Wade McClusky, Ed Skrein as Lt. Commander Richard Halsey "Dick" Best, Mandy Moore as Anne Best, Nick Jonas as Aviation Machinist Mate Bruno Gaido, Darren Criss as Commander Eugene Lindsey, Aaron Eckhart as Lieutenant Colonel Jimmy Doolittle, Tadanobu Asano as Rear Admiral Tamon Yamaguchi and Dennis Quaid as Admiral William "Bull" Halsey.

It was released theatrically on November 8, 2019. For the 1976 film, see here.

Previews: Teaser, Trailer.


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Midway provides examples of:

  • Abandon Ship:
    • When their B-25 runs out of fuel over the Chinese coast, Lt. Col. Doolittle and his crew hurriedly bail out of their now-doomed plane.
    • The crews of the USS Arizona, and later, the Hiryū, are shown abandoning ship due to irreparable damage sustained from bombing attacks.
  • Ace Pilot:
    • The focus of the film is on Lt. Richard Halsey Best, XO and later commander of Bombing Squadron Six stationed aboard USS Enterprise in the first months of the War, along with the rest of the ship's bomber and torpedo squadrons. And sure enough, Best demonstrates just how good of a pilot he is at several moments, including a dogfight against a pair of Zeros in the Marshall Islands, and the film shows just how harrowing a dive bomber attack against an enemy surface fleet actually was. His superior, Lt. Commander Wade McClusky, provides a second viewpoint and clash of styles. Being Based on a True Story, these two and their accomplishments are outlined in the ending, with Best noted for being the first pilot to bomb two carriers in one day and the Navy has a special award named after McClusky.
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    • Jimmy Doolittle is described by Halsey as the best pilot in the world, and proves it by getting a twin-engine Army bomber off the pitching deck of USS Hornet.
  • Airstrike Impossible: The Doolittle Raid. Using twin-engined Army bombers, Doolittle and his crews manage to get them to fly off the deck of the USS Hornet, bomb Tokyo and several Japanese cities without any losses, then bail out or crash land over China. While a handful of them are captured or die in crash landings, most of the raiders, including Doolittle himself, survive to tell the tale.
  • All for Nothing: Subverted by the torpedo attacks at Midway. Torpedo Six loses all but three planes, with Lindsey among the dead. Torpedo Eight is virtually wiped out, with only a single pilot, George Gay, surviving the onslaught. And while not depicted, Torpedo Three from Yorktown met with similar results. Despite the appalling casualties, not one American torpedo found its mark, meaning their sacrifice amounted to nothing...for their own attacks. The subversions is that while the torpedo planes failed to inflict damage on the carriers, their assault drew off the Japanese fighters and allowed McClusky and the dive bombers to catch the carriers completely by surprise and unprotected by the fighter screens.
  • Anachronism Stew: A very minor one. The day after the Pearl Harbor attack, the bar the pilots are drinking in is covered in a banana leaf-themed wallpaper known as Martinique. However, Martinique was not invented until at least several months later after the scene in 1942, and it didn't achieve mass popularity until the war was over.
  • And This Is for...: During the final attack, Best screams that this is for Pearl Harbor before placing a bomb right smack dab in the center of the Hinomaru painted on the bow of Hiryū's flight deck.
  • Anti-Air: Both American and Japanese ships are shown bristling with light and medium caliber anti-aircraft guns such as the Type 96 25mm gun for the latter and the 1.1"/75 caliber gun for the former. And they're both shown to be effective at shooting down planes to various degrees.
  • Anyone Can Die: Being a war movie, anyone can, and does, die, and not just the Red Shirt Squadron. By the end of the Battle of Midway, Eugene Lindsey, Frank O'Flaherty, and Bruno Gaido, among many others, have been killed on the American side, while Yamaguchi and Kaku elect to go down with Hiryū.
  • Artistic License – History:
    • The film depicts the Japanese correctly deducing they had sunk an American carrier (Yorktown) in retaliation for the destruction of Akagi, Kaga, and Soryu. In truth, and significantly, they thought they had sunk two: Hiryū launched two attacks, and while Yorktown sustained heavy damage from the first one, its crew was able to repair the damage so effectively that, when a second attack came, the Japanese assumed it was a different ship altogether. After destroying it, Nagumo assumed the Americans had only one carrier left and decided to let his pilots take a break, unaware that they actually had two; thus, the final attack on Hiryū caught the Japanese by surprise. It's also worth noting that while the second attack put the Yorktown out of action, she was not actually sunk until three days later thanks to a Japanese submarine attack as she was being towed back to Pearl Harbor.
    • Four US Army B-26 Marauders from Midway attacked the Japanese carriers on the morning of the 4th, but they did not bomb from high altitude. They were armed with torpedoes and came in at wavetop height under heavy fire from fighters and antiaircraft guns. No hits were scored with the torpedoes, but one B-26, Susie-Q flown by 1LT Jim Muri, skimmed Akagi's flight deck while bombardier 2LT Russ Johnson fired his nose-mounted .30-cal machine gun, knocking out an antiaircraft mount and critically wounding two men. Another B-26 nearly crashed into Akagi, but was confirmed by American and Japanese witnesses to be spinning out of control. The suicide attack was made by a USMC dive bomber piloted by Capt. Richard Fleming, who took an antiaircraft hit and reported that he was badly wounded and his gunner was dead, then dove his SB2U Vindicator into the cruiser Mikuma damaging it enough that his fellow bombers were able to sink it.
    • When discussing the odds against them before the battle, Best notes the Japanese have the world's largest battleship (the Yamato and Musashi). In real life the American were unaware of the type's status as such until after the war.
  • Awakening the Sleeping Giant: The (apocryphal) quote is uttered by the Trope Namer himself following the raid on Pearl Harbor.
  • Awesome by Analysis: Layton's intelligence analysis and his codebreakers are the essential lynchpins that makes the US victory at Midway possible.
  • Bad Boss: Admiral Nimitz was called in to take over Pacific fleet operations after the failure to anticipate Pearl Harbor. It was said his predecessor ignored the warnings Layton gave about Japanese operations, and Nimitz was quick to give them the benefit of the doubt.
  • Based on a True Story: Based on the exploits of Enterprise's bomber pilots in the early months of the war, culminating with the climactic Battle of Midway.
  • Battle Epic: The film shows early events of the Pacific War: the bombing of Pearl Harbor, Enterprise's early raids after Pearl Harbor, the Doolittle Raid, and the eponymous air and naval Battle of Midway that was the turning point for the American forces in the Pacific during World War II.
  • Belly-Scraping Flight:
    • Occurs when Best is about to take off on a routine patrol, but realizes Enterprise doesn't have enough speed, meaning he doesn't have enough airspeed to get airborne. As it is, he barely manages to get by just getting the belly of his plane wet before managing to pull up and away, and the only reason he doesn't crash is because he's just that good. His wingman isn't that skilled or that fortunate.
    • Later, after bombing the Hiryu, Best pulls his SBD into a sharp climb, his wingtip dipping into the ocean as he pulls out.
  • Bittersweet Ending: As in actual history the Americans manage to sink four of Japan's carrier force, helping tilt the Pacific War in America's favor however with a cost. For instance many of the pilots deployed in Midway including Lt. Lindsey are killed in the battle while Bruno Gaido is murdered as a POW. Then there is mass murder of Chinese civilians who helped Doolittle's raiders by vengeful Japanese troops. And while Best survived the battle he also incurred tuberculosis that more or less ended his flight career then and there.
  • Blood from the Mouth: Richard Best by misfortune has his oxygen bottle filled with a faulty mixture that was tainted with caustic soda, resulting in his lungs being seriously damaged.
  • Bunny-Ears Lawyer: Mildly, Admiral Nimitz makes an unscheduled visit to the intelligence offices and catches the chief decoder Commander Rochefort downing pills and dressed in a robe and fuzzy slippers. This is the first real introduction to the character, Layton had previously vouched for him as one of the best.
  • Career-Ending Injury: Lt. Best inhaled a bad batch of oxygen when heading out on the first raid, he was coughing up blood by the end because it incited tuberculosis in his lungs. This really did happen, after undergoing treatment he retired from the Navy.
  • The Cassandra:
    • Layton was this about Pearl Harbor. His warnings about the possibility of a Japanese attack (though he didn't expect an attack against Pearl itself) fell on deaf ears among his superiors. Subverted, however, in that after the attack, Nimitz is much more ready to hear what his signals intelligence has to say, even if Washington still isn't willing to trust their hunches.
    • During war games for the upcoming Midway operation, the Japanese officer portraying the Americans enrages Nagumo by, rather than operating as if the Americans were responding from Pearl Harbor as the Japanese expected, laid an ambush north of Nagumo's fleet. Although it gives Yamamoto pause, he nonetheless commands the officer to run the game again, and this time stage his carriers from Pearl as the Japanese expected. Sure enough, the officer's off-script attack is exactly what happens.
  • The Cavalry: Between their first and second strikes at Midway, Best describes their mission to Murray, his wavering gunner, as holding the line until the cavalry arrives. Ironically, it was the Dauntlesses of the Navy bombing and scouting squadrons that ultimately played the role in the battle by arriving over the Japanese fleet after the disastrous attacks by first the land-based bombers, then the Navy torpedo squadrons, failed to inflict damage, and cast doubt over whether the Americans could win the battle.
  • The Chains of Commanding: Best begins to feel this after he's promoted to skipper of Bombing Squadron Six. McClusky notes on the eve of Midway that he's surprised to see Best actually quiet and introspective rather than his brash cockiness from before.
  • Chekhov's Skill: In the beginning of the film, Best decides to land after a training flight by shutting off his engine and with his flaps raised, telling his alarmed gunner that they better practice it now because they never know if they may need to do it after their flaps are shot out or their engine fails. It's implied to at least in part be because he's screwing with his Guy in Back. Sure enough, at the very end of the film Best has to land in this very configuration due to damage to his aircraft.
  • Chromosome Casting: Giving the WWII setting, it's to be expected the majority of the cast is male. Best's wife Anne is the only notable female character in the movie, with a few glimpses of her interacting with other military wives.
  • Cool Plane: The Douglas SBD Dauntless features prominently as the aircraft flown by the main character. At first glance the Dauntless wouldn't seem to be so cool. In reality, the Dauntless was slow and underpowered even for a pre-War naval bombernote , earning the Ironic Nickname "Speedy D." However it was also tough, dependable, easy to fly, and highly-maneuverable, even capable of handling itself in air-to-air combat against the infamously agile Zero (itself a Cool Plane)note . Although its ordnance load was surpassed even by fighters later in the war, the Dauntless was legendary for its ability to put its ordnance on target, and was much beloved by its air crews over its eventual replacement, the SB2C Helldiver.note  These qualities, and the fact the unassuming little Dauntless sank more Axis shipping than any other aircraft, (and was second only to the submarine in total tonnage sunk) would earn it the much more apt sobriquet "Slow But Deadly."
  • Cement Shoes: The fate of Bruno Gaido when he refuses to give up position or name of the ship he was assigned to his Japanese captors. They tie him to a spare anchor and toss him overboard to be claimed by the Pacific Ocean. Although not shown on film, this was the fate of his pilot, Frank O'Flaherty as well.
  • Curb Stomp Cushion: Roy is able to shoot down one of the Japanese planes during the attack on Pearl Harbor.
  • Damage Control: Japanese damage control teams are shown attempting to contain the fires onboard the stricken Akagi, Kaga, Soryu, and later, the Hiryū. Despite their best efforts, the damage proves to be too much, and all four are eventually abandoned and scuttled or sink from the damage.
  • Darkest Hour: The US Pacific Fleet was in shambles after the debacle at Pearl Harbor, with morale at an all-time low, and even the pilots doubting whether they could defeat the seemingly invincible Japanese Navy. The Battle of Midway was the culmination of six months of desperate holding actions, and was the moment that decisively turned the tide of the Pacific War.
  • Decisive Battle: Midway proves to be this, as the Americans sinks four of Japan's fleet carriers, (two-thirds of the Pearl Harbor strike force) and inflicts severe losses on their core of experienced air and flight crews. It's a blow from which the Japanese never fully recovered.
  • Defiant to the End: Bruno and his pilot end up captured by the crew of a Japanese destroyer. When asked which ship he came from, with the caveat that they otherwise intend to kill him, Bruno asks for a cigarette and then brings up Pearl Harbor before telling them to fuck off. He's thrown overboard tied to an anchor.
  • Deliberate Values Dissonance: No effort is made to avoid American characters referring to "The Japs," as it was the shorthand term of the era. On a more minor note, the few scenes that involve women show them as loyal military wives concerned exclusively for their husbands' safety, rather than trying to up their involvement (with all characters based on actual historical figures, this would also apply to them).
  • The Determinator:
    • Best is in the midst of coughing out his lungs thanks to a bad oxygen tank. It doesn't stop him from leading the final attack on Hiryū in the final hours of the Battle of Midway.
    • Lindsey has already been badly hurt as a result of a landing accident while ferrying back to Enterprise in preparation for the battle. He still climbs into the cockpit at Midway and presses home his torpedo attack through a hellfire of AAA and marauding Japanese fighters before ultimately being shot down.
    • Vice Admiral Halsey ends up suffering from shingles but dismisses it as a just a rash. He has to be ordered by Nimitz himself to get treatment, leaving him out of the Midway battle.
    • McClusky was shot in the shoulder by a passing Zero during the first wave. He volunteers to go on the second wave and had to be ordered to stand down.
    • On the Japanese side, Rear Admiral Tamon Yamaguchi on Hiryū, launching a retaliative strike after a devastating attack, on the Americans. Also unmentioned in the film, Lt. Joichi Tomonaga, the air group commander of Hiryū, whose aircraft was badly damaged and who knew it would be a one-way trip, but who still pressed on the attack.
  • Dropped-in Speech Clip: The mood is set in the opening by a recording of FDR's so-called "quarantine" speech, in which he speaks of the need to hem in the growing waves of totalitarianism rising in nations around the world. After the Pearl Harbor attack, Admiral Yamamoto is shown listening to Roosevelt's "Day of Infamy" speech on the radio.
  • Due to the Dead: In addition to the full military funeral services for the men killed at Pearl Harbor, Best holds a private wake for his friend and Academy classmate Roy Pearce, who went down aboard Arizona.
  • Dyeing for Your Art: invoked Almost literally. John Ford was at Midway during the attack and was injured taking footage of the encounter. Even bleeding on the ground, he yelled to the cameraman "Keep rolling!"
  • Elites Are More Glamorous: Yamaguchi is dismissive of the Marine bomber pilots that attack from Midway, noting that they haven't been trained for the more difficult and dangerous dive-bombing attacks, and outright calls him amateurs. The Navy bombers, on the other hand...
  • Everybody's Dead, Dave:
    • The cost of the American victory at Midway becomes apparent in its aftermath. Best laments that half of Bombing Squadron Six were either killed or missing after the battle, and that only three of Torpedo Six's planes returned, with Eugene Lindsey among the dead. The ready room once filled with pilots and their gunners is now empty, and the chalkboard showing the day's flight assignments is covered with crossed off names, further hammering home the price paid by Enterprise's airmen.
    • Unmentioned in the film is that only one man from Torpedo Eight survived their attack.note 
    • Also unmentioned in the film that Torpedo Three was likewise slaughtered, with its commander, LCDR Lance Massey getting killed. Only three Devastators of VT-3 ever returned back to USS Yorktown.
  • Face Death with Dignity:
    • After his torpedo failed to hit his target and his plane is shot beyond repair, Lt. Lindsey calmly awaits his fate as he crashes in the water in a blaze of glory.
    • When being questioned by the Japanese about the whereabouts of the American fleet after the first three Japanese carriers are sunk, Bruno merely asks for a cigarette, then calmly tells the interrogating officer to fuck off. He's thrown over the side tied to an anchor, but goes out without begging or pleading, merely accepting his fate. He does shoot a Death Glare at the Japanese captain, but the look on his face is not fearful, just a silent "Oh, you fucking asshole!"
    • As Hiryū begins to sink to the waves, Yamaguchi and Kaku decide to Going Down with the Ship as the carrier is scuttled.
  • A Father to His Men:
    • Dick Best to his squadron mates. When one of the pilots begins having doubts, Best intends to take the man under his wing to build his confidence up.note  With the men on edge before the final battle at Midway, Best gives a Rousing Speech that lifts their spirits. And later when he looks for volunteers from his exhausted pilots for a final strike on the carrier Hiryū, every man in the ready room grabs his gear.
    • Despite being perceived as a General Failure by his superiors, Nagumo gets some of this treatment from his subordinates.
  • Foreshadowing: A number of cases, but most notably during the Japanese war games. The staff officer charged with depicting the Americans infuriates Nagumo when he lays an ambush northeast of the Japanese fleet rather than following the expected response from Pearl Harbor. Yamamoto reluctantly agrees with Nagumo this is unlikely, but that is ultimately the American strategy.
    • Early in the film, following the Attack on Pearl Harbor, one of Best's pilot buddies, Eugene Lindsey, tells him: "Torpedoes sink ships, not bombs." During the Battle of Midway, the TBD Devastator torpedo bombers are cut to pieces by both Anti-Air fire and Japanese fighters, and their torpedoes that do make it into the water malfunction and miss. Lindsey himself is killed when his plane is shot down by a Zero chasing his formation lining up for a torpedo run. What ultimately ends up destroying all four Japanese carriers are the bombs carried by the SBD Dauntlesses, including the one Best is flying.
  • General Failure: Nagumo is perceived as such by Yamamoto's aide, who blames him for the failure of the campaign in the Coral Seanote  and outright calls him incompetent. Certainly, Nagumo made several costly mistakes in the early stages of the war, such as failing to launch a third strike at Pearl Habor to destroy the oil bunkers and drydocks (which would have crippled operations and deprived the Americans of their forward-most anchorage)note  and most critically his indecisiveness at Midway leading to the loss of his fleet's four carriers. This is another bit of Shown Their Work: Most of the senior Japanese naval officers expressed doubt about Nagumo, who'd gained his position from simple seniority and was schooled in old-school fleet actions of battleships and ship-launched torpedo attacks. Nagumo had only a poor understanding of naval aviation tactics.note 
  • Genre Throwback: While critical response has largely been tepid, most agree that the film stands as a rare nod to the great Battle Epics of past decades, rather than a more modernist take on the conflict.
  • Glamorous Wartime Singer: One appears at a club attended by Best, his wife, and McClusky, portrayed by jazz singer Annie Trousseau.
  • Glory Hound: Nagumo angrily accuses his fighter pilots of this, as they chase down the American torpedo bombers rather than maintain their coverage of his fleet. Giving McClusky and his dive bombers their opening to pounce unopposed.
  • Going Down with the Ship: Nagumo implies he wants to do this after losing Akagi, but is convinced to transfer his flag by the ship's captain, who takes it upon himself. Yamaguchi does go down with Hiryū.
  • Guy in Back: Bruno Gaido and James Murray are the most prominent, but as the movie primarily focuses on Bombing and Torpedo Squadron Six, all of the bombers have one, who man the defensive tail gun to ward off attacks by enemy fighters.
  • Hold the Line: This is explicitly what Enterprise and her air group have been sent to do for the first six months of the war. The strikes against the Marshalls are a desperate bid to take the fight to the Japanese while the US fleet recovers from the disaster at Pearl Harbor.
  • Honour Before Reason: Rear Admiral Tamon Yamaguchi and Captain Tomeo Kaku of Hiryū who select to Going Down with the Ship and refused to be rescued. Samurai virtues robbed the IJN one of its finest flag officers.
  • Hot-Blooded:
    • Dick Best, very much so. When Pearl is bombed he's itching to fight nearly to the point of insubordination, openly criticizing his orders to only drop smoke screens to cover the torpedo planes rather than carrying bombs to attack the Japanese himself. He's aggressive in the air, and browbeats another pilot who expresses self-doubts about his abilities into continuing to fly, while assigning him as his wingman.note  In fact his Navy Cross citation for his actions at Midway openly call attention to his reckless disregard for his personal safety in attacking Akagi and Hiryū.
    • Halsey, possibly even more so. Aggressive, stubborn, and quick to anger. He reacts to the case of shingles that would end up sidelining him at Midway with seething rage, and isn't afraid to argue when Nimitz pulls him off the line. They called him "Bull" for a reason.
    • Even Anne Best gets in on it; She stands up to Best's insistence she take their daughter to New Jersey and refuses to leave Pearl after the attack, and when they and McClusky visit a night club, she chews McClusky out over her husband having not been given a squadron command yet when Best leaves them to get drinks. McClusky looks for all the world like he had the entire Japanese air force on his Six by the time she's through with them.
  • Hypercompetent Sidekick: Layton and his intelligence team proves absolutely vital to operations in the Pacific, a lesson learned by not listening to them before Pearl Harbor was attacked. When the fleet officers demand more exact information on Japanese movement for Midway, his best guess turned out to be "five minutes late and five degrees off," which is just about close as you're going to get with battle strategy.
  • Incurable Cough of Death: Best begins coughing up blood just as his squadron is deployed at Midway. Turns out he had been infected with tuberculosis that ended up grounding him for good as a result of inhaling caustic soda from a bad oxygen tank. Also subverted in that he ultimately recovered and survived, note  though he was deemed unfit for combat and never flew again.
  • Interservice Rivalry:
    • Mildly demonstrated on the American side between the Navy and Army pilots, with Best and the other Enterprise pilots flabbergasted by the idea of Army B-25s being launched from Hornet.
    • Also shown in how the dive bomber pilots of Bombing Six get their digs in at the torpedo pilots, especially the ones not good enough to be on Enterprise.
    • However it's much more intense for the Japanese, with the Army and Navy at each others' throats over strategy. The Navy was indignant at being seen as just ferrying Army troops around; a prominent scene has Tojo condescendingly lecture the assembled admirals that their job is to get the Army where it wants to go.
  • Just Plane Wrong: Mostly averted, however:
    • Very few of the B5N torpedo/level bombers used by the Japanese were armed, carrying only a flexible gun for defense. However they are shown joining the Zero fighters strafing the American fleet at Pearl Harbor.
    • Two important aircraft from the battle are missing entirely:
      • The Japanese D3A dive bombers, which were used extensively at Pearl Harbor and Midway, including causing severe damage to Yorktown in the first wave of Hiryū's counterattack.
      • However more egregious is lack of the American F4F Wildcat fighters. As much as the devastating blow to the Japanese fleet, Midway was important as a turning point for the Navy's fighter pilots, as it was the first opportunity for Thach to use what would become the Thach Weave in a major combat with the Japanese.
    • Doolittle's raiders are shown flying B-25Js. This later model was distinguished by the top turret having been moved forward directly behind the cockpit. The historical Raiders flew the earlier B-25B, which had the dorsal turret located much further aft.
    • Dick Best's Dauntless is accurately painted with the number B1 and two diagonal white stripes on the vertical stabilizer, as shown in this color plate. The other Enterprise SBDs and TBDs show a similar marking scheme (such as Scouting Six's Dauntlesses using an S# fuselage number). However this was only the aircraft's markings at the time of Midway, but is used throughout the film. As shown here, from 1941 through May, 1942, US Navy aircraft featured red and white stripes on the rudder, and red disks in the middle of the roundel. The red was removed to reduce the chance of American gunners mistaking the red disk for the Japanese Hinomaru, (aka, the "Meatball") and prevent friendly fire incidents. Additionally, Enterprise's air wing adopted comically oversized national insignia for the first few months of the war as a result of the loss of several aircraft and their crews to friendly fire when they arrived at Pearl Harbor in the aftermath of the attack. None of the aircraft in the film are shown with these early markings.
    • Army B-26s from Midway attack the Japanese fleet in a level bombing attack. Midway did contribute B-26s to the battle, however they were armed with torpedoes, not bombs. There was a level bombing attack against the Japanese as well,note  however this was carried out by B-17s.
  • Killed Offscreen: Several characters and ships aren't shown dying or sinking onscreen.
    • O'Flaherty is last seen about to be interrogated by the crew of the Japanese destroyer Makigumo. Considering what happened to Gaido only moments prior, it's all but certain he was executed too.
    • The USS Yorktown is shown being bombed and heavily damaged by bombers from the Hiryū, but her final fate, which was being sunk by a Japanese submarine a day later, isn't shown.
    • The Kaga, Soryu, and Akagi are all shown burning and exploding after the attack by the SBD Dauntless dive-bombers from Enterprise, but their eventual sinkings aren't shown.
    • One of the Chinese civilians who helped Doolittle get to safety was held prisoner by the Japanese and they find the cigarette lighter Doolittle gave him. With that proof, the audience knows that Chinese civilian would be one of the 250,000 who paid the price for helping the Doolittle Raiders with their lives.
  • La Résistance: The Chinese guerillas who find Col. Doolittle following his raid on Tokyo. When he proves that he bombed Japan, they don't hesitate to shake hands with him and help him make it to Nationalist-held parts of the country.
  • Logo Joke: The Lionsgate logo turns monochrome and diminishes its sound quality as it fades into a speech from President Roosevelt.
  • Loads and Loads of Characters: A wide net is cast regarding at least a dozen major figures, covering the Pacific Theater conflict from Pearl Harbor to Midway. The majority of the film sits with Ace Pilots Lt. Best and Lt. Commander McClusky, but also includes intelligence officers and the fleet admirals on both sides directing the war effort.
  • Lured into a Trap: The focus of both sides' strategies at Midway, leading to one of the most iconic carrier battles in history, and America's first decisive victory against Japan.
    • For the Japanese, Midway was part of a plan to lure the American carrier fleet into a battle where it could be destroyed. The Americans couldn't allow Midway to remain in enemy hands; it would cut their supply lines in the South Pacific, as well as threaten Pearl Harbor and the West Coast. Yamamoto planned the attack knowing they had to respond.
    • However on the American side, Layton and his signals intelligence team had broken the Japanese naval code, and knew when and where the Japanese intended to strike. Nimitz dispatched his three remaining fleet carriers to lie in wait and ambush them.
  • Made of Explodium: After getting raided by the torpedo planes, Nagumo orders all of his fleet's aircraft to be refitted with torpedoes so they can attack the American fleet. Not having enough time to properly store the ammunition, and also still having to refuel, the hangar deck is left covered with live ammunition and gasoline. When the American dive bombers finally hit the ship all that ammunition and fuel ignite, and the entire carrier goes up in a massive fireball.
  • My Greatest Failure: The surprise Japanese raid on Pearl Harbor is considered "the greatest intelligence failure in American history". Layton takes it particularly hard, particularly because it was his job to convince his superiors of the danger of an attack by Japan (though Layton himself admits even he hadn't anticipated an attack on Pearl itself).
  • No Good Deed Goes Unpunished: The Chinese guerillas and civilians who help Doolittle and his men pay dearly for it when the Japanese find out.
  • No Range Like Point-Blank Range: Implied through some dialogue indicating the flaws in a strafing bombing run against a carrier, whereas dive bombing strategy focus on more directional vertical drops before releasing their payload. Even still, most bombs still miss their target by a matter of feet. Best manages to score direct hits by being the absolute last to release the bomb, which only puts himself in danger of not pulling up in time or getting caught in the explosion. It's noted in the epilogue he got the Navy Cross specifically for reckless disregard of his own safety.
  • Obligatory War Crime Scene:
    • After Doolittle lands in China, a Japanese plane flies by bombing civilian crowds. This was a glimpse of the brutal tactics used against Chinese citizens, especially for helping Doolittle Raid survivors, which the epilogue reiterates.
    • Bruno Gaido and Frank O'Flaherty are executed in cold blood by a Japanese destroyer crew following them being picked up from the ocean.
  • Oh, Crap!:
    • A subtle one by Yamamoto when listening to an intercept of Roosevelt's speech following the attack on Pearl Harbor, and realizing the attack was made without a formal declaration of war.
    • Nagumo has two: First when the Navy dive bombers from Enterprise and Yorktown appear overhead while his carriers are in the midst of rearming their air wings. It turns into a bigger one when Best and his wingmen roll in on his flagship, Akagi, after Soryu and Kaga have already been reduced to burning hulks.
  • Old-School Dogfight: The film showcases some dogfights between American and Japanese planes. Oddly, not one American fighter actually appears in the film; Dick Best dogfights against Zeros in his SBD during the Marshall Island raids, and Zeros swarm over the American torpedo bombers and dive bombers at Midway. There's a bit of Truth in Television here, however: The Dauntless was exceptionally maneuverable, though slow, and was occasionally used to bolster fighter defenses over the carriers (particularly against torpedo planes attacking at low altitude) in the early months of the war. In fact the Dauntless was the only dedicated bomber of World War II to have a positive kill-loss ratio in air-to-air combat.
  • Once Done, Never Forgotten: Nagumo is still catching flak from other senior naval officers over his failure to destroy the oil and repair facilities at Pearl Harbor. Had he done so, Pearl Harbor would have been rendered useless as a base of operations for the Americans for at least a year until they could be brought back online. However, Yamamoto himself at the time supported Nagumo's decision to withdraw rather than risk losing too many scarce planes and pilots (or even carriers) to American counterattacks. Given the already rapid improvement in Oahu's defenses by the second Japanese attack that morning, both men were probably correct in that assessment.
  • One-Scene Wonder:
    • Hideki Tojo, the Prime Minister of Japan at the time, only appears in one of the opening scenes to voice the IJA's interests and challenge the IJN's.
    • Emperor Hirohito is eating lunch when the Doolittle Raiders strike Tokyo.
    • USN submariners aboard the Nautilus are hearing a radio broadcast by Iva Toguri D'Aquino — the infamous (albeit innocent and eventually pardoned) — "Tokyo Rose" — when the broadcast is cut due to the Doolittle Raid.
  • Oral Fixation: Best spends almost every cockpit scene chewing gum, and on several occasions he's prominently shown slipping a stick from the pack and popping it into his mouth on takeoff.
  • Politically Correct History:
    • Largely downplayed, the movie takes pains to show the thought process and motivations of the Imperial Japanese side of the conflict, with some talk of honor and valor not entirely different from the American side. That said, it makes point of depicting the atrocities committed against the Chinese civilians in response to the Doolittle Raid.
    • However, the effects of Chinese influence are noticeable in the Doolittle Sequence. The production was forced to rely heavily on Chinese funding due to a lack of interest by Western investors. As a result, all references to Chiang Kai-shek and the Chinese Nationalists' role in the war are omitted. Layton only makes a single reference to "Free China" while briefing Nimitz on the raid, but the phrase refers to all regions not occupied by the Japanese instead of specifically the Nationalist government. The epilogue also makes no mention of Doolittle eventually traveling to Chongqing and meeting Chiang Kai-shek and Claire Chennault.
  • Precision F-Strike: Bruno drops a perfect one while being interrogated by the Japanese:
    Bruno: You know, I had a lot of friends in Pearl Harbor. [Flicks cigarette into the officer's face] So why don't you go fuck yourself?
  • Precious Photo: Dick Best looks at the photo of his wife and child pinned to his cockpit before diving to attack one of the Japanese carriers.
  • Put on a Bus:
    • To his consternation, Admiral Halsey is given sick leave due to contracting shingles and is replaced by Rear Admiral Spruance.
    • Doolittle is last seen walking into the forest with Chinese guerrillas with no mention of his fate until the epilogue.
  • Pyrrhic Victory:
    • The Pearl Harbor Attack: The Japanese do serious damage to the US Pacific fleet, but since they ignored more important shore targets like the fuel oil storage facilities, the Naval base is still operational to support the fleet with their usual combat range right away, to say nothing about how they have enraged the Americans.
    • The Battle of the Coral Sea is this for both sides, with neither able to claim a decisive victory. Japan won the tactical battle, sinking Lexington and badly damaging Yorktown for the loss of the light carrier Shōhō and damage to the big Shōkaku. However despite their losses, the Americans managed to stall the Japanese offensive and prevent an invasion that risked cutting supply lines to Australia. More significantly, the damage done to Shōkaku and the crippling of both her and the Zuikaku's air groups during the battle resulted in their inability to deploy for the Midway operation, robbing the Japanese of their two most modern carriers and nearly 40% of their striking power.
  • Reality Ensues:
    • Even normal carrier flight operations are dangerous. Ordnance breaking loose from a landing aircraft and skidding across the deck nearly causes an explosion, several aircraft have bad or rough landings,note  and one pilot is killed when Enterprise fails to provide enough head wind for his aircraft to take off. By the time of Midway, Bombing Squadron Six has lost several aircrews just to regular flight mishaps, even without an enemy shooting at them.
    • Enterprise is attacked by Japanese level bombers in the Marshall Islands, and American B-26s attack Akagi at Midway. In both cases none of the bombers manage to hit their targets, because level bombing was incredibly ineffective against maneuvering ships. The air-dropped torpedoes carries by the B-26s were no more effective than the Mark 14 submarine torpedoes or Mark 15 destroyer torpedoes were at that point in the war.
    • Inexperienced Marine bomber pilots use glide-bombingnote  attacks against the Japanese fleet at Midway, to no better effect than the B-26s. As glide-bombing is not as accurate as dive-bombing, while also leaving the bomber more exposed to enemy air defenses, the Marines are cut to pieces with no hits to show for their efforts.
  • Reality Is Unrealistic:
    • Some comments dismiss Best's dogfight against the Japanese Zeros in the Marshalls as Hollywood nonsense. However while she was slow and underpowered,note  the SBD Dauntless was a highly maneuverable aircraft, could take a serious pounding, and carried sufficient firepower to threaten the fragile and lightly-build Zero. In fact, the Dauntless is the only dedicated bomber aircraft of World War II to record a positive kill-loss ratio in air-to-air combat, downing just over three enemy aircraft for every Dauntless lost. Additionally, early in the war the Dauntless was often used to supplement Wildcats by providing CAP (Combat Air Patrol) over the carriers when short on fighters. Two pilots recorded multiple air-to-air victories at the Battle of the Coral Sea: Swede Vejtasa recorded three, and John Leppla downed four (his Guy in Back claimed an additional three during the fight, giving the plane seven victories in one mission). Altogether, the Dauntless claimed 138 air-to-air combat victories, for the loss of 43 to enemy air attacks.
    • IGN's review criticized the sequence of a downed B-26 attempting crash into Akagi during the Battle of Midway, snarking about American's "inventing" the kamikaze. However this incident actually happened.
  • Recycled Title: Uses the same title as the 1976 film.
  • Red Shirt Army:
    • Only a handful of the American pilots are named in the film, or even get any sort of character development. Most of them exist to fill the briefing room scenes, and to be shot down anonymously.
    • All of the Japanese pilots; unlike the 1976 film, none of them are named here or have any characterization or dialogue whatsoever.
  • Refuge in Audacity: The Doolittle Raid. Not only did no one anticipate a carrier strike against the Japanese Home Islands, the idea of using land based bombers to do it completely defied all tactical doctrine of the time. It caught the Japanese completely by surprise, and though only light damage was inflicted, greatly affected morale on both sides.
  • Reliably Unreliable Guns: The Americans don't have a good opinion of their Mark 13 torpedoes, which is Truth in Television: early-war American torpedoes were awful, with horrendously unreliable detonators, assuming they ran true at all. The sole American torpedo to actually hit an enemy ship in the film breaks apart on impact without detonating.
  • Retirony: Radioman Miller says he's the last from his class who hasn't crashed and is about to transfer back to the States. Guess where he winds up on December 7th?
  • Scotty Time:
    • Played Straight: When he's informed that Yorktown will need two weeks in drydock after taking a bomb hit at Coral Sea (which was already an accelerated timeframe), Nimitz says he wants her at sea in 72 hours. Not only do they pull it off, but Yorktown is back at sea in half that time.
    • Subverted: When Nagumo demands to know if the strike aircraft have been equipped with anti-ship weapons, the hangar officer says it takes time. He is then told he has five minutes. It's ultimately moot; the American strike package is already on the way, and arrives while they're in the midst of rearming the bombers.
  • Semper Fi: Averted. When rookie US Marine pilots in their SBDs attack the Japanese carriers early in the Battle of Midway, they're either cut to pieces by fighters and flak, or their bombs miss the target entirely. Ultimately, it's the far more experienced Navy pilots who do the Japanese carriers in.
  • Shocking Defeat Legacy:
    • No one expected the battered American forces could defeat the Imperial Japanese Navy; even the Americans knew their situation was desperate. Japan had more carriers, more experienced air crew, and had won victory after victory until the loss of their four carriers at Midway. The title cards over the prologue and during the "Where Are They Now?" Epilogue clearly establish Midway as a decisive turning point in the Pacific War, from which Japan never recovered.
    • To a lesser extent the Doolittle Raid. For the first time in history an enemy successfully attacks the Japanese Home Islands, and the profound effect it had on the morale on both sides is palpable. Yamamoto can only sit in his quarters and mourn, and the rest of the Japanese leadership is stunned by the blow. Perhaps the only reason Yamamoto isn't Driven to Suicide right then and there over his failure is because his aide comforts him by telling him rather than being blamed, it's shut the Army hotheads like Tojo up and forced them to accept that Yamamoto was right about the danger presented by the American carriers.
  • Sinking Ship Scenario: Both the American and Japanese have their share of these.
    • After being hit by an armor-piercing bomb and subsequently exploding, the USS Arizona begins slowly sinking into the flaming, oil-lit waters of Pearl Harbor. Several men are trapped on board, and are shown trying to Abandon Ship, many being killed by Japanese strafing in the process. Eventually, after a few minutes, the battleship finally slips into the burning water, crumpling itself in the process.
    • After being bombed by the SBD Dauntlesses of the Yorktown and Enterprise, all four Japanese carriers are shown burning and eventually exploding from the damage incurred. Only Hiryū, however, is shown going down, the rest being Killed Offscreen.
  • Small Role, Big Impact:
    • The USS Nautilus and her crew are only given a few minutes or so of screentime, first in Pearl Harbor before the Battle of Midway, and then later, attempting to torpedo the Japanese fleet off Midway, before being chased away by a Japanese destroyer. However, her latter actions end up aiding the SBD crews into locating the Japanese carriers by following the aforementioned destroyer back to the rest of the Japanese fleet, and end up causing their eventual demise and the Japanese to lose the battle.
    • Lt. Col. James Doolittle. His bombing raid on Tokyo and other Japanese cities causes only minor damage, but the Japanese are so shaken by the experience, that they decide to divert resources to defend the Japanese home islands, as well as step up their invasion plans, which would eventually lead to the Battle of Midway.
  • Stuff Blowing Up: It's a Roland Emmerich movie.
    • Arizona is blown apart by a bomb through her deck during the Pearl Harbor raid. Truth in Television: The explosion of Arizona is one of the most famous and enduring images of the attack.note 
    • Best puts a bomb right in the middle of a group of bombers taking off for an attack against Enterprise during the Marshall Islands raid. The entire formation goes up in flames.
    • Akagi, Kaga, and Soryu all go up in massive fireballs as a result of the exposed munitions in their hangar decks. As in the case of Arizona this is also Truth in Television.
  • Stuka Scream: Surprisingly averted; the historical Dauntless made exactly such a sound because of air rushing through the perforated dive flaps. The scene where the damaged "Nell" bomber makes a suicide run on Enterprise plays it straight, however.
  • Taking You with Me:
    • A crippled G3M bomber attempts to crash into Enterprise during the Marshall Islands raids. However Bruno Gaido manages to inflict enough damage from the backseat of a grounded Dauntless to force it off course, turning a sure crippling — if not potentially fatal — hit into a glancing blow.
    • After a fatally damaged B-26 nearly does the same to Akagi one of Nagumo's staff officers (possibly his Chief of Staff, RADM Kusaka) expresses his shock, however Nagumo dismisses the idea it was intentional.note 
  • Technology Porn: Period accurate vehicles and weaponry are put on full display, along with plenty of technical jargon regarding their operations.
  • Tempting Fate: One Guy in Back nervously remarks that he's the only guy in the squadron not to have been involved in an accident or crash landing. He's promptly killed when a pair of Enterprise Dauntlesses ferrying to Pearl Harbor for R&R are jumped by Zeros during the bombing.
  • The Tokyo Fireball: Tokyo, specifically its arms factories, is bombed by Col. Doolittle and the other Doolittle Raiders, but the damage is ultimately negligible in the long run. Though, given that the Japanese mainland hasn't been attacked by a foreign power in such a long time, it concerns the Japanese high command enough to step up their future invasion plans as well as divert precious resources into defending the mainland.
  • Translation Convention: Completely averted, compared to the 1976 Midway film in which every Japanese characters' dialogue was depicted in English. Here, both Japanese and the Chinese are entirely depicted speaking their languages, with only a few speaking in English — or trying to speak it — when talking directly to individual Americans.
  • Trapped Behind Enemy Lines: Lt. Col. Doolittle ends up landing in Japanese-occupied China. The Japanese Army troops stationed there waste no time in combing the area for him and the other raiders, who have either crash landed or bailed out in the area. Thankfully for the Colonel, he's found by Chinese guerillas who would gladly hand him over to the Nationalist forces.
  • Truth in Television: Beyond being based on a historical battle, many of the incidents depicted in the film did indeed happen, particularly how Naval Intelligence confirmed that Midway was Objective AF. See the Shown Their Work page for more details.
  • Unwitting Instigator of Doom: When Col. Doolittle gives a Chinese civilian his cigarette lighter in gratitude for helping him, that act of generosity seals that man's doom when the Japanese find it while he is their prisoner.
  • We ARE Struggling Together: The vicious Interservice Rivalry between the Imperial Japanese Army and Navy is on full display, with Tojo and the Army not only being responsible for pushing Japan into a war Yamamoto never wanted in the first place, but then directly interfering with his ability to actually fight that war by dictating strategy. It takes the Doolittle Raid on Tokyo before Yamamoto gains enough clout to push his own plans for executing the war.
  • "Where Are They Now?" Epilogue: The movie ends with a brief biographical note on what happened to the main characters during the remainder of the war.
  • Worthy Opponent: Zig-Zagged by Nagumo. He dismisses the Marine bomber pilots who attack his fleet at Midway as amateurs because they aren't trained in the difficult — but much more accurate and effective — dive-bombing tactics. Additionally, when one of the crippled B-26s nearly crashes into Akagi, he responds to a subordinate's expression of disbelief by suggesting the controls merely locked because the Americans aren't that brave. However after the disastrous attacks by Torpedo Squadrons Six and Eight, Nagumo does tip his cap to their valiant, but futile, assaults.

"You’ll remember this moment for the rest of your life."
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