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How bad is this movie ? Let me count the ways... Alright, I'm a WWII history buff and I have seen some really good WWII movies. This is NOT one of them. This is very unfortunate because The Battle Of Midway is one of the most important naval battles ever fought in the entire history of the world. Others before me here have pointed out various problems with this movie so I will try not to rehash them. It is obvious that this movie was made on a shoestring budget, and part of that problem is that they may have spent too much on the salaries of the actors. Just about every actor in the film, even in the smallest of roles, is a big star. Plus, it's obvious that they stole scenes from other movies, including "Tora ! Tora ! Tora !" which is a MUCH better movie, and far more historically accurate. There are many glaring inaccuracies in this movie, but I think the worst omission, is the sinking of the USS Yorktown. The USS Yorktown was an integral part of the Battle Of Midway, and its sinking was a terrible loss. But it isn't even mentioned in the film. This is a great disservice to the mens' lives who were lost on her as well as the heroic efforts of the men to save her. If you don't know ANYTHING about WWII, you might be entertained for a few hours with this. If you DO know anything about WWII, you will be sorely disappointed in this hack job, and I wouldn't waste my time.

It's a terrible shame too, because it is one of the most important battles ever fought, and if it had been done with the same style and care as Tora ! Tora ! Tora !, it would have been a great film. But it's a turkey.

This is actually a very good movie with a lot more truth behind it than one might imagine. As this is a British movie, it was a very smart marketing idea to have a famous American actor, George Peppard, and a famous Italian actress, Sophia Loren, co-star in it. This way they could say "Starring (insert famous British actor name here)" when marketed in Britain, and advertise it as "Starring George Peppard" and "Starring Sophia Loren", when marketed in the U.S.A.and Italy respectively. This gives the makers of the film a much larger audience than just Britain. George Peppard and Sophia Loren have significant roles, but are not the stars of the movie. Details like portraying Hanna Reitsch and having accurate, and very good special effects make this far better than most World War II movies. Especially since most of the stars of the movie don't survive. If you enjoy historical accuracy, a well thought-out plot, and the unexpected, then I think you will find this movie a top-notch production and well worth watching. Without spoiling the ending, I will tell you though that the Gemans did not win the war.

Although not a great fan of Abbott & Costello ( alright, who can forget the Susquehana Hat Company ? Niagara Falls ? ! ROFL ! ), I do think this is one of their best films, particularly since Bud & Lou never actually interact with one another. I found it very enjoyable.