Hawks at Angels 12: The Sacrifice of VMF 221 and VSMB 241 at Midway

One of the more overlooked aspects of the Battle of Midway is the sacrifice of Marine Fighter Squadron 221 on the morning of June 4th 1942.   The Marine aviators flying a mix of 21 obsolescent Brewster F2A-3 Buffalos and 7 Grumman F4F-3 Wildcats engaged a vastly superior force of Japanese Navy aircraft as they vectored toward the atoll to begin softening it up for the planned invasion.

Led by Major Floyd Parks the squadron had arrived at Midway on Christmas day 1941 being delivered by the USS Saratoga after the aborted attempt to relieve Wake Island.  The squadron along with Marine Scout Bombing Squadron 241 (VMSB 241) formed Marine Air Group 22.  They fighter pilots of VMF-221 scored their first victory shooting down a Japanese Kawanishi H8K2 “Emily” flying boat. The squadron which initially was composed of just 14 aircraft, all F2A-3’s was augmented by 7 more F2A-3s and 7 of the more advanced F4F-3s before the battle.

When the Japanese First Carrier Striking Group was spotted in the wee hours of June 4th the Marines and other aircrew aboard Midway scrambled to meet them.  The 18 SBD-2 Dauntless’ and 12 Vought SB2-U3 Vindicator dive bombers of VMSB-241, the 6 TBF Avengers of the Navy Torpedo Eight detachment, 4 Army Air Corps B-26 Marauders and 15 B-17 Flying Fortresses flew out to attack the Japanese carriers while the fighters rose to intercept the 108 aircraft heading toward Midway. The 72 strike aircraft, 36 Aichi 99 Val Dive Bombers and 36 Nakajima B5N Torpedo/ High Level Bombers were protected by 36 AM6-2 Zeros which thoroughly outclassed the Marine opponents in speed, maneuverability and in the combat experience of their pilots.

The Marines audaciously attacked the far superior Japanese force, throwing themselves against the Japanese phalanx with unmatched courage.  Despite their courage the Marine fighters were decimated by the Japanese Zeros.  The Marines shot down 4 Val dive bombers and at least three Zeros but lost 13 Buffalos and 3 Wildcats during the battle.  Of the surviving aircraft only three Buffalos and three Wildcats were in commission at the end of the day. Among the casualties killed was Major Parks.  Of the surviving pilots of VMF-221, two became “Aces” during the war. Lieutenant Charles M. Kunz would later fly in VMF-224, adding six victories to end the war with 8 victories. Capt. Marion E. Carl would later fly in VMF-223 raising his score to 18.5 Japanese aircraft shot down.  Other pilots like 2nd Lieutenant Clayton M. Canfield shot down two additional aircraft while flying with VMF-223. 2nd Lieutenant Walter W. Swansberger won the Medal of Honor at Guadalcanal.

The last remaining Marine fighter pilot of VMF-221 from the battle of Midway, Williams Brooks died in January 2010 and was buried with full military honors, in Bellview , Nebraska.  Brooks in his after action report described his part in the battle:

I was pilot of F2A-3, Bureau number 01523, Our division under Capt. Armistead was on standby duty at he end of the runway on the morning of June 4, 1942, from 0415 until 0615. At about 0600, the alarm sounded and we took off. My division climbed rapidly, and I was having a hard time keeping up. I discovered afterwards that although my wheels indicator and hydraulic pressure indicator both registered “wheels up”, they were in reality about 1/3 of the way down. We sighted the enemy at about 14,000 feet, I would say that there were 40 to 50 planes. At this time Lt. Sandoval was also dropping back. My radio was at this time putting out no volume, so I could not get the message from Zed. At 17,000 feet, Capt. Armistead led the attack followed closely by Capt. Humberd. They went down the left of the Vee , leaving two planes burning. Lt. Sandoval went down the right side of the formation and I followed. One of us got a plane from the right side of the Vee. At this time, I had completely lost sight of my division. As I started to pull up for another run on the bombers, I was attacked by two fighters. Because my wheels being jammed 1/3 way down, I could not out dive these planes, but managed to dodge them and fire a burst or so into them as they went past me and as I headed for the water. As I circled the island, the anti-aircraft fire drove them away. My tabs, instruments and cockpit were shot up to quite an extent at this time and I was intending to come in for a landing. 

It was at this time that I noticed that a important feature in their fighting. I saw two planes dog-fighting over in the east, and decided to go help my friend if at all possible. My plane was working very poorly, and my climb was slow. As I neared the fight both planes turned on me. It was then that I realized I had been tricked in a sham battle put on by two Japs and I failed to recognize this because of the sun in my eyes. Then I say I was out-numbered, I turned and made a fast retreat for the island, collecting a goodly number of bullets on the way. After one of these planes had been shaken, I managed to get a good burst into another as we passed head-on when I turned into him. I don’t believe this ship could have gotten back to his carrier, because he immediately turned away and started north and down. I again decided to land, but as I circled the island I saw two Japs on a Brewster. Three of my guns were jammed, but I cut across the island, firing as I went with one gun. But I could not get there in time to help the American flier and as soon as the Brewster had gone into the water I came in for a landing at approximately 0715 (estimated). 

VMF-221 was composed of the following aircraft and pilots.


Plane # Bu.No.  Pilot                                                               Status

MF-1     01518    Maj. Floyd B. Parks USMC                          MIA

MF-2     01548    2nd Lt. Eugene P. Madole USMCR            MIA

MF-3     01525    Capt. John R. Alvord USMC                        MIA

MF-4     01537    2nd Lt. John M. Butler USMCR                   MIA

MF-5     01569    2nd Lt. David W. Pinkerton Jr. USMCR      MIA

MF-6     01552    2nd Lt. Charles S. Hughes USMCR, Did not engage, turned back due to Engine problems



Plane # Bu.No.  Pilot                                                                 Status

MF-7     01552    Capt. Daniel J. Hennessey USMC              MIA

MF-8     01541    2nd Lt. Ellwood Q. Lindsay USMCR                 MIA

MF-9     01524    Capt. Herbert T. Merrill USMC                   Bailed out WIA

MF-10   01528    Capt. Herbert T. Merrill USMC            MIA

MF-11   01568    Capt. Phillip R. White USMC                       Survived

MF-12   01542    2nd Lt. John D. Lucas USMCR                      MIA



Plane#  Bu.No.  Pilot                                                               Status

MF-13   01562    Capt. Kirk Armistead USMC                      Survived

MF-14   01563    2nd Lt. William B. Sandoval USMCR         MIA

MF-15   01553    Capt. William C. Humberd USMC            Survived

MF-16   01523    2nd Lt. Williams V. Brooks USMCR           WIA

MF-17   01521    2nd Lt. Charles M .Kunz USMCR               WIA

MF-18   01559    2nd Lt. Martin E. Mahannah USMC           KIA (his body washed up later)

23 (F4F-3) 3989  2nd Lt. Walter W. Swansberger USMCR   Survived



Plane # Bu.No.  Pilot                                                                Status

MF-19   01520    Capt. Robert E. Curtin USMC                     MIA

MF-20   01550    2nd Lt. Darrell D. Irwin USMCR                       Survived




Plane # Bu.No.  Pilot                                                                Status

22           4008       Capt. John F. Carey USMC                          WIA

24           4000       Capt. Marion E. Carl USMC                         Survived

25           3997       2Lt. Clayton M. Canfield USMCR                Survived

26           4006       Capt. Francis P. McCarthy USMC               MIA

27           2532       2nd Lt. Roy A. Corry USMC                              Survived

28           1864       2nd Lt.Hyde Phillips USMCR                            Did not engage, mechanical problems

As for VMF-221 it was re-equipped with the F4F-4 and later with the F4U Corsair during the course of two more deployments overseas.  VMF-221 finished the war with a score of 155 victories, 21 damaged and 16 probable kills, the second highest total of any Marine Corps Squadron during the war.

SB2-U2 Vindicator of VMSB 241 at Midway

Their bomber counterparts of VMSB 241 attacked the Japanese task force on the morning of June 4th and scored no hits while losing 8 aircraft. The survivors were again in action later in the day as well as the following day where they helped sink the Japanese Heavy Cruiser Mikuma with their squadron leader Major Henderson diving his mortally wounded aircraft into the cruiser’s number 4 8” gun turret.While the Marines’ actions are not as well known or as successful as those of their Navy counterparts they were brave.  Fighter pilots had to engage some of the most experienced pilots flying superior machines while the bomber crews had little to no experience before being thrown into combat. As we remember the sacrifices made by the men of Midway let us not forget the gallant men of VMF-221 and VSMB-241.


Padre Steve+


Filed under History, Military, Navy Ships, world war two in the pacific

27 responses to “Hawks at Angels 12: The Sacrifice of VMF 221 and VSMB 241 at Midway

  1. John Erickson

    I would have to check who the Japanese casualties were, but these brave Marines did more than harass the Japanese attackers. Much like the German Luftwaffe, the Japanese Naval Aviation flew pilots until they were killed or lost – no retirement after a certain number of missions, as was common among Allied forces. And the Japanese had a slow turnout of pilots, so losses at Pearl Harbor and Coral Sea were still felt at Midway. Plus, every Japanese fighter shot down weakened the CAP over the carriers when the dive bombers hit.
    So much we owe them.

  2. Something I’Ve always wondered about these “brave men”. They grew up in an era of “dog-fights” a-la-Eddie Rickenbacker and the “Hat-in Ring” Squadron. I wonder if they had the benefit of “Thach” who fought Zeros in the F4U Wildcat, and if they knew enough to know that they stood NO CHANCE against a Zero, unless they had altitude, and could DIVE on the Zero and get the heck out of Dodge to live to fight again. My guess is that these brave men were too brave for their own good, that they hadn’t been told about Thatch’s experience with the Zero fighter, and that they paid the ultimate price for their Government’s supplying them with obsolete and inferior equipment, not to mention failing to tell them what tactics they should use to try and stay alive. Ashton O’Dwyer.

    • padresteve


      Thanks for the comments….sad that the Marine Pilots had to fly the F2 Buffalo. They stood no chance against the veteran Japanese pilots in the Zeros. As Don Rumsfeld said “you go the war with the Army you have.” A fwq months later they would have at least had F4Fs. The Marines flying them at Guadalcanal did very well.

      Padre Steve+

      • Yeah, except that Rumsfeld made his comment when we were the best equipped, best trained fighting force in the world. There was NO excuse for not sending our people into the Gulf Wars or Iraq or Afghanistan with anything less than they needed to fight and win. This wasn’t Bataan in 1942.

        We suffered in the early days of the WW2 because Jap pilots already had combat experience, and we didn’t have our aircraft act together until the F6F and F4U’s came into operation. Rumsfeld’s comment in our modern day military was stupid and inexcusable, given the absolute superiority of our people and available combat resources. The men at Midway still performed brilliantly despite not having aircraft or numbers superior to the Japanese INAF.

      • padresteve

        I can only say Amen to everything that you said. You should see some of my views on Rumsfeld in other articles and things that will not be written.
        Padre Steve+

    • johncerickson

      Ashton – The Thach Weave was just starting to be experimented with by the Navy at Midway. The Marine Corps wasn’t aware of it at Midway, and even if they had, the Buffaloes were far too pathetic in performance for it to do much good. The Marines tended to get the airplanes they Navy didn’t want – a point that backfired horribly on the Navy when they determined the F4U Corsair “too hot” for carrier landings. The Marines sure proved them wrong!
      Hope this helps, Ashton.

  3. John S. McConnel ph: 360.606.6196

    I am a relative of 2nd LT David W. Pinkerton, Jr. who was MIA in a/c MF5 BuNo 01569. I have been researching this event several times.
    This is the first time I have been able to see a photo of VMF 221(at Ewa).
    I believe he is the last one on the far right in the back row of the photograph, but can anyone verify this for me. He was my Uncle’s cousin.
    My Uncle passed away June ’05, he served on Nimitz’s staff.

  4. John S. McConnel ph: 360.606.6196

    I have been researching VMF221; their gallantry at Midway. My Uncle’s cousin was 2nd Lt. David W. Pinkerton, Jr. who is listed as MIA in a/c MF5 BuNo.01569. I have not been able to find a photo of VMF 221 until this site. I believe 2nd Lt. Pinkerton is the last one to the right in the back row, but need to have anyone please verify this, or identify him for me.
    Very much appreciated

    • padresteve

      If I ever find out anything more specific I ill let you know. I ask any readers with knowledge of this to contact John to assist him if you have any information. Thank you John for your Uncle’s service to this country and I hope the information becomes available to you.
      Padre Steve+

    • John Erickson

      John- I am a member of a board that discusses never-built and planned warships from 1900 onward, and the board has a number of VERY knowledgeable people. If you wish, I can post your request on that site, and ask for information. I can weed through the responses, and pass whatever info they provide on to you. It would be my honour and pleasure to help out any way I can.
      And please add my gratitude to Padre Steve’s thanks for your family’s services. Their sacrifices are deeply and eternally appreciated.

  5. Peter Hill

    According to the books I have read, the most commonly agreed figure for the number of Japanese aircraft that VMF-221 shot down over Midway on the morning of June 4th is five, possibly six. Namely four, possibly five Nakajima Type 97 B5N2 ‘Kate’ level bombers and one, possibly two Mitsubishi A6M2 Zero fighters. Anti-aircraft gunners on Eastern & Sand islands downed another four- two Kates, a Zero and an Aichi D3A1 Type 99 ‘Val’ dive-bomber. Not all historians agree. In his 1976 book ‘Midway’, Peter C Smith asserted that VMF-221 gained no kills and all of the Japanese losses were due to ground fire. But other historians such as Gordon Prange and Hugh Bicheno tend to agree on the above figures. And a lot more Japanese aircraft were damaged by VMF-221. That is borne out by the condition of the Japanese IJN carrier Hiryu’s Nakajima Kate squadron which led the attack on Midway. Late that day when the same unit had to deliver the desperate counter-attack on the US carriers, that squadron, having started the day with 18 planes plus three spares, was reduced to only nine Kates still airworthy plus an orphan from the sinking carrier Akagi. Had it not been for the brave Marine pilots of VMF-221 and the AA gunners on Midway, the USS Yorktown would have been attacked by up to 20 torpedo bombers instead of just 10 which would have likely inflicted on her a much swifter destruction, causing much greater loss of life amongst her crew. The Marines certainly played their part, as did their borther Marine pilots of the SBD and Vindicator squadrons which bravely attacked the Japanese carrier fleet.

  6. Peter Hill

    Lets not forget one of the VMF-221 pilots Marion Carl who destroyed a Kate on June 4th and then later flew at Guadalcanal in August-September 1942, becoming the first Marine Ace of the war and ending the war with 17 confirmed kills. His life ended senselessly in 1998 when he was murdered at the age of 82 by a young armed intruder who invaded his home in Oregan.

  7. Fran Frisk Lenyo

    i was just checking out your page. My father, Frank E. Frisk, served with VMF 221, Group 84 during the end years of WW2. I have the original patch you show at the top of the page. He died when I was 4 years old so I was never able to ask him about his time with the Marines. I do know he was in the South Pacific Solomon Islands during wars end and was in one of the first squadrons to fly over Japan after they dropped the atom bomb.

  8. padresteve

    Reblogged this on Padresteve's World…Musings of a Passionate Moderate and commented:

    Since I am writing and also reposting articles about the Battle of Midway I am reposting this article about the US Marine Corps Fighter and Dive Bomber Squadrons that at great sacrifice contributed to the “Incredible Victory” at Midway. Peace, Padre Steve+

  9. Linda Smith

    I am also interested in a picture of Martin E Mahannah if there is one that exists. He only had his pilot license about a month I guess when get took off at Midway and got separated from the plane he was the wing man for. He was shot down parachuted out and evidently was shot on the way down several times. There are differing accounts of his remains. One is that he was identified and then buried at sea, one is that he is in a grave that is unidentified. It would be interesting to know.

    • padresteve

      Linda, I would have to do some research as I do not know his particular story. I will se what I can find about him.
      Thanks and blessings,
      Padre Steve+

  10. FMR. MARINE SGT. SAM L. HOFFMAN 1952-1955


  11. kriwanek

    Padre Steve, thank you for this article. You list all the pilots of VMF 221. I wonder if you also have or have access to the roster of pilots and gunners for VMSB 241 at the time of Midway?

  12. Miriam A Childers

    Padre Steve,

    Just thought I’d let you know that I am a relative of Lt. Charles M. Kunz. He was married to my great-aunt Grace. He has been gone for at least 15 years, but my Aunt Grace just passed away within the last year. She and I are originally from Monett, MO while Charles was from Dixon, MO. Charles also went on to serve with the “Cactus Air Force” at Guadacanal.

    • padresteve

      I am sorry for your loss and I admire men like your great uncle. I am planning on doing an article sometime in the next few months about the Cactus Air Force on Guadalcanal. I have done a lot of study on the campaign and the men who flew from Henderson Field were amazing.

  13. G’Day, Steve. Just one thing, you listed pilot Walter W Swansberger as having survived the action on June 4, whereas, sadly he was listed as missing, presumed killed. Great article, however. Regards Pete

  14. Clell Boyer

    Steve, I’m looking for help in researching the replacement pilots post Midway action of VM-241. My mother’s first cousin was one of them. Lt. Donald B Cooney USMC was trained in SBD’s in Vero Beach, Fl in 1943. He went on to survive the war after being in a replacement of Lost pilots in I believe 1944. Any help you can give me in completing his service records through the end of the war in 1945 would be greatly appreciated. Regards, Clell

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