SUBJECTS — U.S./1941 – 1945; World/WWII; Seafaring;



AGE; 10+; MPAA Rating — PG;

Drama; 1976; 132 minutes; Color. Available from Amazon.com.


One of the Best! This movie is on TWM’s short list of the best movies to supplement classes in United States History, High School Level.

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TWM offers the following movie worksheets to keep students’ minds on the film and to focus their attention on the lessons to be learned from the movie.


Film Study Worksheet for a Work of Historical Fiction; and

Worksheet for Cinematic and Theatrical Elements and Their Effects.


Teachers can modify the movie worksheets to fit the needs of each class. See also TWM’s Historical Fiction in Film Cross-Curricular Homework Project.


World War II, Pacific Theater: The Japanese follow their stunning victory at Pearl Harbor with a massive assault on Midway Island, a strategic U.S. outpost in the Pacific. The U.S. Navy is ready, and looking for revenge.


Selected Awards:



Featured Actors:

Charlton Heston, Henry Fonda, James Coburn, Glen Ford, Hal Holbrook Tofiro Mifune, Robert Mitchum, Cliff Robertson, Robert Wagner.



Jack Smight.


“Midway” accurately describes this pivotal naval battle showing many of the tactics and the weapons used in the Pacific during WWII.




Tell your child that the Battle of Midway occurred only six months after Pearl Harbor. It was a turning point in the war in the Pacific. After this battle the initiative passed to the Allies. Describe how the U.S. figured out that Midway Island was the subject of the Japanese assault. (See the fourth paragraph of the Helpful Background section.) Then ask and help your child to answer the Quick Discussion Question. Be sure to talk about how lucky the U.S. was and how easily the battle could have gone the other way or have been a draw, despite the fact that the U.S. had cracked the Japanese military code. (See the sixth paragraph of the Helpful Background section.)


In the Battle of Midway, just short of six months after the Japanese surprise attack on Pearl Harbor, the U.S. Navy wreaked its vengeance on the Japanese. U.S. intelligence had broken the code used by the Japanese Imperial Navy. Using information gleaned from intercepted Japanese radio transmissions, the U.S. Navy discovered that the Japanese planned a major assault on Midway Island. The purpose of the attack was to extend the perimeter of the Japanese Empire to prevent attacks on the Japanese homeland, such as the famous Doolittle bombing raid on Tokyo. The U.S. secretly positioned its ships to surprise and destroy the attackers. In the ensuing battle, four Japanese aircraft carriers and a heavy cruiser were sunk, 322 planes were destroyed and 3,500 Japanese military personnel were killed, including 100 first line pilots. The U.S. Navy lost only one carrier, one destroyer, 150 planes, and 307 lives. The Japanese Navy never recovered from the blow.

After the Battle of Midway, the strategic initiative in the Pacific passed to the Americans. The victory at Midway preceded the Allied victories at El Alamein and Stalingrad. It stopped further Japanese attacks on Pearl Harbor and prevented Japanese raids on the U.S. West Coast. It gave the Allies the breathing room to pursue the Germany First policy.

Midway is an atoll located northwest of Hawaii. In WWII, it had a naval base and an airfield from which reconnaissance flights could be made over a large part of the Pacific.

The American victory was based on superior intelligence. By late 1940 the U.S. had cracked the Japanese military code. In April of 1942, military intelligence picked up messages about a location referred to as “AF.” The Navy thought that “AF” was Midway Island but was not sure. To be certain, the U.S. sent a false message in a way that would be intercepted by the Japanese reporting that the fresh water making machinery at Midway had broken down. A Japanese message was intercepted reporting that “AF” was short of water two days later. On May 25, 1942, U.S. intelligence picked up messages giving the units, ships, captains, courses and times for the Japanese attack on Midway. Based on this intelligence, Admiral Nimitz sent his ships to the scene. The Japanese had expected that the American carriers would come toward Midway only after the battle had begun. They were completely surprised when the American fleet and its planes appeared at close range at the beginning of the attack.

The Japanese committed 11 battleships, 8 aircraft carriers, 22 cruisers, 65 destroyers, 21 submarines, and more than 700 war planes to the Battle of Midway. Facing them was a much smaller American force of 3 carriers, 8 cruisers, 18 destroyers, 25 submarines and 524 planes (including the land based planes on Midway). However, the Japanese strategy negated its strength by separating its forces into 5 groups which were far apart and unable to support or reinforce each other. This allowed the American forces to concentrate their power and engage each group separately.

In the first engagements of the battle, on June 4, 1942, the American attacks on the Japanese ships were amateurish, ineffective, and unsuccessful. A very high percentage of the attacking planes were shot down by the Japanese defenders. Then, at about 10:00 a.m., the Japanese dropped their guard for a moment. Within five minutes two squadrons of U.S. dive bombers, which were in the right place at the right time, destroyed three Japanese aircraft carriers. The backbone of the vaunted Japanese First Air Fleet was broken. Another carrier was sunk later in the day. In short, a few American dive bombers changed the course of the war.

The Japanese blamed their loss at Midway on “victory disease.” Thus far, the war in the Pacific had been a string of victories for the Japanese. Japanese war games before the battle had successfully predicted an American victory but the Japanese Navy, flushed with success and overconfident, ignored this warning.




1. What does the course of the Battle of Midway tell us about the fortunes of war?


Discussion Questions Relating to Ethical Issues will facilitate the use of this film to teach ethical principles and critical viewing. Additional questions are set out below.



(Be honest; Don’t deceive, cheat or steal; Be reliable — do what you say you’ll do; Have the courage to do the right thing; Build a good reputation; Be loyal — stand by your family, friends and country)


1. Where would the U.S. be today without the courage of the sailors and pilots who faced down a superior force in the Battle of Midway and changed the course of WWII in the Pacific?




In addition to websites which may be linked in the Guide and selected film reviews listed on the Movie Review Query Engine, the following resources were consulted in the preparation of this Learning Guide:

  • West Point Military History Series, The Second World War: Asia and the Pacific, John H. Bradley, Avery Publishing Group, Inc., Wayne, N.J., 1984.
  • No Ordinary Time by Doris Kearns Goodwin, 1994, Simon & Schuster, New York, pp. 246 – 253, 341 & 342.

This Learning Guide was last updated on December 16, 2009.

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