On Midway Island, the USAAF stationed four squadrons of B-17 Flying Fortresses, along with several B-26 Marauders. The Marine Corps had nineteen SBD Dauntless dive bombers, seven F4F-3 Wildcats, seventeen Vought SBU-3 Vindicators, twenty-one Brewster F2A-3s, and six Grumman TBF-1 Avenger torpedo bombers, the latter a detachment of VT-8 from Hornet.

American radar picked up the enemy at a distance of several miles and interceptors were soon scrambled. Unescorted bombers headed off to attack the Japanese carrier fleet, their fighter escorts remaining behind to defend Midway.

 
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