By Ned Titlow
June 1982 marks the 40th anniversary of the Battle of Midway, one of the most important naval engagements of World War II. This is an historic account of the battle as some of the Marines who were on the beleagured atoll remember it.
June 4, 1942, dawned clear and beautiful on Midway Island, but the men of the 6th Defense Battalion and Marine Air Group 22 were ready and waiting for something unpleasant. They had been on a tight schedule of eight hours of work detail, eight hours of guard duty and eight hours of sleep and personal activities. This was a seven-day-a-week routine and many were standing by for the impending Japanese attack as an almost welcome relief.
Midway was the closest American base to Tokyo, 1,150 miles northwest of Honolulu. Out in the Pacific all by itself, it provided a desirable target for an enemy onslaught.
Officers of the Japanese High Command knew they had to have Midway prior to their planned invasion of the Hawaiian Islands. They also believed that the assault on Tokyo by LtCol James H. Doolittle's Raiders originated from Midway, and they sought to prevent that from happening again.
The Japanese had been planning their move for many months. Their tremendous victory at Pearl Harbor had been somewhat unexpected and they were not ready for an immediate follow-up. They had to press south for the oil of the Dutch East Indies and other needed resources in southeastern Asia.
After the Doolittle raid, the invasion and conquest of Midway took on a high priority. The American strike on the homeland had deeply wounded Japanese pride and they firmly resolved that this must not be repeated.
Because of faulty intelligence, the Japanese thought the American fleet had only one active carrier. In fact, three carriers were available to Admiral Chester Nimitz-the Yorktown, Enterprise and Hornet. Another surprise awaited the enemy-the fact that the Americans had broken the Japanese code and already knew of the plans to invade Midway.
At first, Nimitz and his staff were not certain that Midway was the target. The commander on Midway was ordered by courier to radio Hawaii a false message mat his evaporator was broken and fresh water was in short supply.
A few days later, Navy Intelligence intercepted a radio message to the Japanese fleet. The message used the target code name and stated that the evaporator on the island was broken. Nimitz now knew for sure that Midway was the objective.
The admiral marshaled his forces and deployed them northeast of Midway before the much-surprised Japanese could establish their submarine picket lines. The Japanese actually outnumbered the Americans in all classes of ships and carrier aircraft, and the U.S. Navy was going to need all the help it could get. Part of that help would come from the Marines on Midway.
On May 2, 1942, Nimitz made an inspection tour of Midway Island and conferred with LtCol Harold D. Shannon, USMC, CO of the 6th Defense Bn., Commander C. T. Simard, USN, island base commander, and LtCol Ira L. Kimes, USMC, CO of Marine Air Group 22. He advised them of the impending attack and presented his assessment of how Midway should be defended.
The air groups on Midway should attack at first chance and not remain passive until the actual invasion. Nimitz also wanted to know what was necessary to defend Midway. A list was produced and Nimitz asked Shannon whether he could hold the island if he had the requested supplies. Shannon replied, "We will hold Midway till hell freezes over!"
This became the rallying cry of the Marines on Midway.
Units of light and heavy AA and Seacoast heavy artillery of the 3rd Defense Battalion soon arrived, preceded by elements of the 4th Defense Battalion. A detachment of the 2nd Raider Battalion and five light tanks also provided the mobile reserve. Supplies and ammunition were stored until it would seem no more room was available.
MAG-22 also received SBD-2 dive bombers and Grumman F4F-3's. Up to that time the only aircraft the Marines had were the obsolete SB2U Vindicators and Brewster Buffalo F2A-3 fighters. Both were slow and inferior to the Japanese aircraft they would soon encounter. But the new equipment and reinforcements were badly needed, and their arrival during the month before the attack boosted Marine morale.
"I don't believe any of us ever thought we would fail and be captured," Cpl Lester Johnson recalled. The Marines were determined to do everything possible to prevent a repetition of the defeat suffered at Wake Island.
However, an unfortunate occurrence somewhat offset the advantage of the new equipment. A Navy electrician accidentally set off a demolition charge beneath the underground aviation gas supply and the pipe lines, putting them out of action. As a result, all aircraft had to be tediously refueled from 55-gallon drums.
Pilots were unable to test fly their planes, and when they took off to do battle, some of them were flying for the first time in strange airplanes. The enemy fleet had claimed a long string of victories since December 7, 1941, and to attack those warships with untested and unfamiliar aircraft called for the utmost in bravery.
The men of the 6th Defense Battalion (Rein.) on Midway felt confident and firmly convinced that Midway would, indeed, be held until hell really froze. They made land mines, using dynamite with 8and 16-penny nails, strung row after row of barbed wire, placed all facilities underground, and buried, mostly by hand, underwater hazards and mines for protection against landing craft. Molotov cocktails were positioned everywhere. Endless drills on guns and equipment followed. But Johnson recalls that his confidence was a bit shaken when the troops were handed a two-page list of Japanese words to memorize in the event of capture.
Midway actually consists of two islands-Sand Island, almost two miles long, and Eastern Island, only about half as large. Sand Island was the site for the seaplane landing and hangar, while all other aviation was located on Eastern. With more than 100 aircraft stationed on Midway prior to the attack, including one-half of all troops and equipment of the 6th Defense Bn. (Rein.), Eastern Island was crowded. In fact, more planes were scheduled to be assigned to Midway, but there was no room for them.
Shortly after dawn on June 3, 1942, the first of the approaching Japanese fleet was spotted by a PBY patrol bomber. It was the enemy's troop and supply convoy coming from Saipan. The Japanese carriers and battleship groups lay farther north.
Army B-17's on Midway roared off and about 550 miles out to sea the Battle of Midway commenced. Unfortunately, high-level bombing proved to be ineffective against moving ships. While the attack alerted the fleet that they had been discovered, our bombs failed to hit any ships. That night, Navy PBY's with torpedoes attacked and hit a tanker, although they failed to sink it. This was the only torpedo attack in the entire battle that was fairly successful.
Because of radio silence, the Japanese carrier task force was unaware that the Americans knew their fleet was approaching Midway, and that their force coming down from the northeast would be going into action against an already alerted enemy. Marines on Midway heard reveille at 3:00 a.m.-about the same time the Japanese carriers started their preparations.
About 200 miles from Midway, the carriers-Akagi, Kaga, Soryu and Hiryu-launched 36 dive bombers, 36 level bombers and 36 Zero fighters for the attack on the island. At 5:55 a.m., a PBY and Marine radar picked up the incoming aircraft. Air raid sirens sounded and "Condition One" was set.
Navy patrol craft flew south out of danger, while Marine dive bombers, Army bombers and Navy torpedo bombers went after the Japanese carriers. Marine fighters flew out to intercept the attacking force. Everyone on Midway waited for the Japanese to arrive.
Capt Dave Silvey (now a retired colonel) remembers there was some tension in his 3'' battery of AA guns, but once firing started at 22 rounds per minute, everyone relaxed a little. When they blew one bomber apart, there was quiet rejoicing.
Bombs started bursting at about 6:30 with high-level bombers attacking. "All hell broke loose," said Johnson, who was with AA Battery D. "The island shook like a bowl full of jelly when all 3'' batteries started firing."
Capt Silvey remembers one bomber blowing up, another hit in the wing, exploding as it fell, and a third dropping out of formation. The formation had been attacked previously by Marine fighter pilots of VMF-221. Because of their slow fighters (mostly Brewster Buffalos) their tactics were simply to dive, make a shooting pass at the bombers and then try to survive the pursuing Japanese Zero fighters. Many didn't, with one to five enemy fighters on each Marine's tail. From this encounter, only three of the first 12 managed to survive. A second group of 12 Marine fighters attacked, and seven survived. Of the 10 aircraft returning to Midway, only two fighters were fiyable again.
With 36 Japanese dive bombers leaving the carriers and only 24 counted arriving over Midway, it would seem that the VMF-221 pilots had considerable success. Capt Silvey and others reported seeing several aircraft falling in flames before reaching Midway. Once over the atoll, they dropped their bombs on the dispensary, seaplane hangar and oil tank on Sand, while on Eastern they hit the mess hall and galley, powerhouse, post exchange and the island command post.
Pfc J. M. Miniclier (now a retired colonel) was in a 60-foot searchlight control tower as an observer and recalls that the sky was filled with aircraft, exploding bombs and the roar of cannon and light AA fire. On Sand Island the smoke from the burning oil tank interfered with AA fire, but it did provide a welcome beacon for fliers returning to Midway. Johnson still recalls "the putrid smell from the bursting bombs and shells, and the smoke from the hits on our oil tanks."
Bob Dryden, radio operator at the Sand Island CP, reported that "all communications nets were loaded with chatter. It seemed as though every man on and around the island had something to report. These ranged from gee-whizes to serious damage and casualty messages. We were all very busy."
Officers and men on the 7'' and 5'' coastal defense cannons were observers during the raid until that evening when a Japanese sub surfaced and they returned its fire.
Cpl Al Grenz, gun trainer on a 7'', remembers watching the enemy attackers being shot down while sitting in his foxhole made from a 55-gallon oil drum buried in the sand. Major L. Frazer (now a retired lieutenant colonel) was on a 5'' with a regular foxhole and commented, "We could do nothing but watch and take limited cover."
On Eastern Island, Pfc Dan Duclaux was a BAR man, and a large bomb hit close to him. "After I recovered from the concussion," he said, "I climbed out of the pit and a Marine buddy nearby asked, 'What happened to your helmet?' The explosion had snapped the screw and scattered the top part of my WW I helmet. When I realized what had happened, I was really scared."
When the high-level bombers and dive bombers had finished, the Zero fighters came in for strafing runs. All of the 30 caliber, 50 caliber and 20-mm. weapons opened up on the attackers. Pfc Fred Stolte recalls that the light AA fire was vicious and well-aimed. "Most gunners," he pointed out, "were oldtime Marines, and they did a professional job."
The searchlight section he was in had a WW I Lewis AA machine gun. Pfc Ottie Holman (later a captain) fired his weapon at the strafing planes and Stolte believes "he achieved some hits with his cool determination and WW I gear."
Both Silvey and Stolte remember the 3'' cannon cutting one- and two-second fuses in an attempt to hit strafing Zeros. Stolte recalls one hit in which the Zero disintegrated in the air and the engine, smoking and dripping oil, struck the ground scarcely six feet from him. The rest of the planes continued strafing back and forth at 30 to 50 feet.
Several recall seeing Japanese pilots peering at them as they flew by. Pfc Miniclier noted that "one of their planes went by at tower level about 50 yards away. The pilot seemed to be looking at us. His cockpit was open, and he either waved or his fluttering scarf made us think he was waving. We kept this grandstand seat during the entire raid."
Waving or not, the Nip pilots were far from being errant knights. "We watched through binoculars," said Miniclier, "as our pilots, hanging in parachutes, were strafed by the Zeros."
Pvt Leslie Apmann had a vantage view of the action from his 50 caliber watercooled machine gun position on the northeast corner of the airstrips. He watched as the lead plane of the first flight was hit by large caliber AA guns.
"I saw two unbelievable things," he reported. "There were Harry Sullivan and Guy Ludwig raising the American flag and a fellow called Afflebaugh shooting at the planes with an air-cooled 30 caliber machine gun. We heard later that he kept firing at the planes until the sack he had wrapped around the jacket of the gun was smoking." Apmann's 50 put a strafing plane out of commission before they were hit by a bomb which killed his two buddies and threw him 15 feet onto the runway.
While all this action was going on, our bombers and torpedo planes from Midway were closing in on the enemy carriers. The Marines attacking the carriers from MAG-22 were made up of two striking forces from VMSB-241-16 SBD-2's (under Maj Lofton Henderson) and 11 SB2U's (under Maj Benjamin Norris). The Navy TBF torpedo bombers and Army B-26's equipped with torpedoes attacked first. Five of the six TBF's and two of the four B-26's were shot down.
Henderson attacked next. Because many of the pilots had not flown the aircraft before, they used the glide-bombing mode instead of the dive-bombing method. As they came in, Henderson was almost immediately shot down. (His name lives on, however, since Henderson Field on Guadalcanal was later named after him for his bravery.) The SBD's attacked the aircraft carriers, but were unable to achieve a hit. In fact, eight of Henderson's 16 planes were shot down.
Following this, the Army B-17's from Midway bombed the carriers, without any results. SB2U's under Norris, coming in from a different direction, attacked some of the battleships, but again with no success. Three of his planes did not return.
That afternoon the remaining 11 dive bombers still able to fly went out looking for the burning carriers, which had been hit earlier by Enterprise and York/own aircraft, but failed to find them. While returning, Norris' plane went out of control and was lost.
The final action for VMSB-241 was an attack next morning on two damaged Japanese cruisers. While recording a number of near misses, not a hit was made. However, Capt Richard E. Fleming flew his burning SB2U into the rear turret of the Mikuma. He was awarded the Medal of Honor for his action. Next day, carrier aircraft finally sank the crippled cruiser.
To quote from the History of the U.S. Marine Corps in WW II, Vol. II: "Not only had the 3rd and 6th Defense Battalions contributed their share of labor, vigilance and flak, but the aviation personnel of MAG-22, at a cost rarely surpassed in the history of U.S. Naval aviation, had faced a superior enemy and exacted serious damage. At a cost of 49 Marines killed and 53 wounded, Midway had destroyed some 43 enemy aircraft (25 dive bombers and 18 Zeros) in air action, plus another 10 shot down by antiaircraft guns."
After the battle, men of the 6th Defense Bn. and MAG-22 learned that the carrier pilots had sunk the four Japanese carriers and the fleet was in retreat. A great victory was achieved through teamwork. Like winning at football, each team member is important. The best quarterback can't do much with a weak line, and a runner without blocking doesn't go very far. So it was with the Battle of Midway.
Without Naval Intelligence breaking the Japanese code we would not have been ready. Up against Marine fighters of MAG-22 and 6th Defense Bn. AA fire, the Japanese attack on Midway proved to be less than a complete success. Because a Japanese cruiser had delayed in launching a search for American carriers in the sector, the Japanese commander was not fully aware of their presence until it was too late.
Because a second strike was needed, his defensive aircraft were reloaded for bombing Midway, and the ordnance taken off was not safely stowed due to mass confusion. As a result, when the American carrier bombers hit, there was twice as much to catch fire and blow up. Because of strikes by Midway aircraft, including the Marines, the Japanese carriers were delayed in recovering their own planes returning from Midway.
Finally, when our carrier torpedo planes arrived to attack the Japanese carriers, they drew down all fighter protection. The rest is history. In a few minutes, Commander Wade McCluskey's dive bomber squadrons from the Enterprise and Yorktown hit and sent to the bottom three of the Japanese carriers. The fourth followed them down that afternoon.
Sgt Bob Dryden recalled that " our submarines and other Naval units picked up many survivors of the destroyed Japanese ships. Some of these were brought in to Midway. Most of these sailors, who had been in lifeboats or rafts for some time prior to capture, were in pretty bad shape. They were loaded into our trucks at the submarine dock and taken to the unused Marine barracks for confinement. After being given needed medical attention and several feedings, they were declared fit for travel.
"For the first time the real enemy was available for first-hand evaluation. It was rather disturbing to see weak, emaciated, broken individuals in just a few days turn into strong, alert, well-disciplined and certainly not overly dispirited men. Where were the four-eyed, buck-toothed, bandy-legged foe we were seeing in the cartoons? We were perhaps a bit wiser, more cynical and more careful after having this hearse backed up to our door."
Midway and the battle that turned the course of the war in the Pacific are remembered each year. The 6th Defense Battalion USMC/Midway Association holds its annual convention in June during the actual days of the Battle of Midway. This year the members will meet in Sacramento, Calif.
The late John Ford, well-known movie director, was on Midway and filmed the attack, producing the first combat movie in color. It was released in the fall of 1942 in theaters throughout the country. The Association's own private copy is screened each year to remind Marines of the important part they played in that victory.
Midway had been previously attacked by Japanese destroyers on December 7, 1941, and 1stLt George Cannon was wounded and died. His heroic actions in keeping his communications center functioning won him the first Medal of Honor awarded posthumously to a Marine in WW II.
Sixth Defense Bn. was the only defense battalion to remain intact throughout the war. Others were made into AA, Seacoast, or Stevedore Battalions.
The 6th Defense Bn. has a proud history as a unit of the USMC. Its Naval Unit citation for June 4, 1942, showed this pride was not misplaced. MAG-22 has its special reason for standing tall, too. It received the Presidential Unit citation.
While Guadalcanal was the beginning of the end for the Japanese, Midway was the end of the beginning. It was the victory that turned the tide-and the Marines had done their part!








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