Captain Richard Eugene Fleming

Richard Fleming after receiving his commission. 


Service Number: O-006395

Birth and Early Life:
Richard Fleming was born on November 2, 1917, a cold day in St. Paul, Minnesota. His father, Michael Fleming, was the English-born vice president of a wholesale collier, and did well enough to send his sons to college. Richard attended Saint Thomas Military Academy, a Roman Cathlolic military prep school in St. Paul, before being accepted to the University of Minnesota.

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He became president of the school’s Delta Kappa Epsilon chapter before graduating with a BA in 1939.

University of Minnesota yearbook, 1939.
University of Minnesota yearbook, 1939.

Enlistment and Boot Camp:
On December 15, 1939, the 22-year-old Fleming enlisted in the Marine Corps Reserve. He wanted to be a flier, and on January 25, 1940, was accepted as an aviation cadet and sent to Pensacola for flight training. He passed the intensive training and received his wings and commission on December 6, 1940. Lieutenant Fleming’s classmates included Bruce Prosser, who would fly with Fleming at Midway, and Pierre Carnagey, future executive officer of VMF-214 – the famous Black Sheep Squadron.

Wartime Service:
Lieutenant Fleming was posted to VMSB-231, a Marine dive-bombing squadron, where he piloted a Vought SB2U-3 Vindicator out of San Diego, and then out of Ewa Field in Hawaii. His father died in February of 1941, leaving Octavia Fleming as the matriarch of the clan. Richard directed his letters home to his mother, including one dated December 3, 1941, which contained the cryptic passage “This is the last time I’ll be able to write for probably sometime. I’m sorry I can’t give you any details; it’s that secret.” (1)

 That secret saved the lives of many of the men of VMSB-231. On December 5, eighteen of their Vindicators took off from Ewa and, after a flight of nearly two hours, touched down on the deck of the USS Lexington. Two days later, Pearl Harbor was attacked, the field at Ewa bombed, and most of the American Pacific Fleet sent to the bottom of the harbor. By virtue of being at sea on exercises, the carriers and the planes aboard were spared.

The pilots would not have long to wait for operations orders. They returned to Ewa shortly after the attack, and on December 17 were ordered to proceed to Midway. Their 1,137 mile flight set a record for distance covered by a group of single-engined aircraft. Although antiquated, the Vindicators were welcomed by the garrison at Midway who had precious little in the way of air power.

As the bombers and Brewster Buffalo fighters of VMF-211 were organized into Marine Air Group 22 (MAG-22), the bomber force was split in two. Approximately half of VMSB-231 departed Midway to form the nucleus of a reorganized squadron; the remainder joined VMSB-241 – the “Sons of Satan” – under Major Lofton Henderson.

The officers of VMSB-241 on Midway, May 1942. First Lieutenant Fleming is fourth from right in the standing row.

On May 25, Fleming and five other lieutenants (including his former classmate, Bruce Prosser) received promotions to captain.  Every man in the squadron knew what was coming – they would likely be called on to fight a vastly superior Japanese force like the one that had attacked their comrades on Wake Island – and, as on Wake, they would give their all with little hope to survive. Understandably, this put many of the men in a pensive mood. “Suffice it to say that I’ve been prepared for this rendezvous for some time,” he wrote to a friend named Peggy Crooks on May 30, 1942. “This is something that comes once for all of us; we can only bow before it.” (2) Outwardly, Fleming was more confident, often speaking of his intention to “finish one Japanese carrier” (3) and napping quite coolly during some of the most stressful on-and-off periods leading up to the attack they knew was coming. (4) The captain counted his blessings that he had received one of the newer SBD-2 Dauntless dive bombers the day after his promotion; half of his squadron was relegated to the Vindicators that had been flown over the previous December. When in flight, Fleming and his gunner, Corporal Eugene Card, flew in Major Henderson’s command section; Fleming was also the squadron’s navigation officer.

Early in the morning of June 4, 1942, the aviators on Midway got the word to stand by and warm up their aircraft. As the fighters of VMF-211 roared off to intercept waves of incoming Japanese aircraft, the bombers climbed into the air and headed towards the spot where the Japanese fleet was believed to be lurking. They had barely cleared the island when puffs of antiaircraft fire and roiling smoke could be seen from Midway. Corporal Card noticed the smoke, and called Fleming on the intercom. “Well,” Fleming said after a pause, “this is it, all right.” (5)

As Major Henderson peeled off from the formation – he flew alongside, to reassure and shepherd some of his greener pilots – Fleming was left in charge of leading the first wave of the American attack. This required considerable navigational skill, and Fleming turned over control of the aircraft to Card while he worked on his map board. (6) Their flight was level and uneventful, until Card noticed Second Lieutenant Daniel Iverson closing on their aircraft. Fleming looked up to see Iverson frantically gesturing down and to the right. He soon saw what they were after. “We’ve made contact,” he called to Card. “There’s a ship at 10 o’clock. Do you see it?” A few minutes later, he shouted “Here they come!” Card swung his seat around and ran out his guns as the first Japanese fighters came tearing through the formation. (7)

Henderson had barely started his attack run when his Dauntless, flowering smoke and flame, dropped out of control into the ocean – leaving Fleming in command of the attack. He sighted in on the carrier Hiryu and, though enemy gunfire dropped several more of his comrades, managed to release his bomb and pull out of his dive barely 400 feet above sea level.

After the war, Gene Card would relate his experience in the attack on the Hiryu to historian Walter Lord:

Corporal Card heard something go “Wuf!” (It sounded, he later stressed, just the way a person would say “Wuf” in a normal voice. Then he heard it again, and again. Big, black, soft-looking balls of smoke, began to appear. It meant that they were now within antiaircraft range as well.

A moment’s relief when they hit the cloud bank 0 then worse than ever when they broke out the other side. At 2,000 feet they nosed down and began their final run. Now there was nothing between them and the enemy, twisting and turning below….

Captain Fleming cut loose with a burst of his own, saw a whole gun crew topple over. Facing aft from his rear-seat position, Corporal Card could see very little, but he could hear more than enough. To the “wufs” of the antiaircraft fire there was now added the steady crackle of small-arms fire. The SBD lurched – “Somebody threw a bucket of bolts in the prop.” Small holes appeared all over the cockpit and a thousand needles pricked his right ankle.

Captain Fleming was running into still more trouble. Pulling out from his drop, another “bucket of nails” hit the prop. Something hard kicked Corporal Card’s left leg to one side, and more holes appeared all over the cockpit. Then as the plane leveled off, Card caught his only good look at the carrier – a “writhing monster” bristling with fast-firing guns, all pointing straight up, a steady jet of flame pouring from each…. The plane was hit; he was hit; he couldn’t see how they’d ever get out of this alive; the only hope was they’d take a few Japanese with them. (8)

 Fleming threw his plane into a series of twists and turns, hugging the waterline until finally they were out of range and the Zeros gave up their chase. Despite the holes in their aircraft and a shot-out tire, the captain managed to execute a perfect three-point landing on the smoking Midway runway. “Boys, there is one ride I am glad is over,” he called out to the Marines who rushed to his aircraft. Richard Fleming reached over to shake Gene Card’s hand as the wounded gunner was carried off on a stretcher; it was the last time the two would meet.

Though all the airmen were glad to be back on the ground, they were not given much time to rest or recover from the shock of their first combat. A burning carrier had been reported by scout units, and the few survivors of the first attack were reorganized into a smaller force of six Dauntlesses and five Vindicators – everything that could still fly. Mechanics declared that Fleming’s Dauntless was out of commission, so he was assigned a Vindicator with PFC George Toms, who had flown with 2nd Lieutenant George Lumpkin in an earlier strike on the battleship Haruna.

The strike force, led by Lofton Henderson’s successor Major Benjamin Norris, took to the skies at 1900 hours – the lateness of the hour was at Norris’ insistence; he had seen the effects of Japanese fighter power on the bombers earlier in the day – and searched high and low for signs of the Japanese fleet. They found nothing, and were compelled to fly back through “heavy squalls and a low ceiling” on “a dark night with no moon.” (9) The plane flown by Major Norris was lost in the bad weather – neither he nor PFC Arthur Whittington were ever seen again. With Norris gone, Captain Fleming assumed command of the remaning Vindicator pilots, while Captain Marshall Tyler took charge of the Dauntlesses. That night, the air crews fell into an exhausted sleep.

Date Of Loss:
June 5 brought no respite to the beleaguered pilots and gunners – Fleming, like the others, managed only four hours of rack time before being awakened by a new report. Recon planes reported two Japanese battleships withdrawing from Midway; one was badly damaged and trailing oil. The Marines manned their planes, probably grumbling about the previous night’s report of damaged ships which had resulted in frustration and the loss of Norris and Whittington. However, they were airborne by 0700, with Richard Fleming leading five other struggling Vindicators which, under any other circumstances, would have been deemed unfit to fly. Fleming was at the controls of a familiar aircraft – Squadron #2, one he had flown many times since his arrival at Midway. (10)

After 45 minutes in the air, a sharp-eyed pilot spotted an oil slick – and it was heading in the direction reported by the scout planes. The Americans followed the slick until spotting the enemy at 0805. The two ships were not battleships, but heavy cruisers –  Mogami and Mikuma. The two cruisers had been badly damaged the day before; not by American action, but by colliding with each other. Both made tempting, slow-moving targets to the diving Americans, but both were still able to put up a serious anti-aircraft defense – especially against slow, beaten aircraft flown by tired and strained men.

Captain Leon Williamson, a member of Richard Fleming’s flight, followed his leader into a shallow glide attack, and was alarmed to see smoke issuing from Fleming’s engine. As the attack continued, Fleming’s aircraft burst into flames. Incredibly, the captain managed to keep his burning aircraft on course until he could release his bomb at an altitude of 500 feet.

The fate of Fleming and Toms is still the matter of debate. Popular legend states that Fleming deliberately crashed his bomber into the Mikuma, becoming something of an American kamikaze; the commander of Mogami, Akira Soji, later recalled “I saw a dive-bomber dive into the last turret and start fires. He was very brave.” (11) However, none of Fleming’s surviving squadron mates mentioned a deliberate dive into the enemy ship; Private Gene Webb, a squadron gunner, swore he saw two parachutes open after Fleming’s plane was hit. (12) It is possible that the blast of Fleming’s bomb, which barely missed the Mikuma, was believed to be the impact of his aircraft; whatever happened, neither Richard Fleming nor George Toms were ever seen again. (13)

The Mikuma shortly before sinking on June 6, 1942. The wreckage atop her aft turret is often believed to be part of Richard Fleming’s Vindicator.

Regardless of how he died, Richard Fleming’s sacrifice was rewarded with the first Medal of Honor to be awarded to a Marine pilot in the Second World War.

For extraordinary heroism and conspicuous intrepidity above and beyond the call of duty as Flight Officer, Marine Scout-Bombing Squadron TWO FORTY-ONE during action against enemy Japanese forces in the Battle of Midway on June 4 and 5, 1942. When his squadron Commander was shot down during the initial attack upon an enemy aircraft carrier, Captain Fleming led the remainder of the division with such fearless determination that he dived his own plane to the perilously low altitude of four hundred feet before releasing his bomb. Although his craft was riddled by 179 hits in the blistering hail of fire that burst upon him from Japanese fighter guns and antiaircraft batteries, he pulled out with only two minor wounds inflicted upon himself. On the night of June 4, when the Squadron Commander lost his way and became separated from the others, Captain Fleming brought his own plane in for a safe landing at its base despite hazardous weather conditions and total darkness. The following day, after less than four hours’ sleep, he led the second division of his squadron in a coordinated glide-bombing and dive- bombing assault upon a Japanese battleship. Undeterred by a fateful approach glide, during which his ship was struck and set afire, he grimly pressed home his attack to an altitude of five hundred feet, released his bomb to score a near-miss on the stern of his target, then crashed to the sea in flames. His dauntless perseverance and unyielding devotion to duty were in keeping with the highest traditions of the United States Naval Service.

Next Of Kin:
Mother, Mrs. E. L. Fleming

Status Of Remains:
Lost at sea.

Tablets of the Missing, National Memorial Cemetery of the Pacific.
USS Fleming (DE-32) was named in his honor.
(2) Letter quoted in Robert Cressman’s “A Glorious Page in Our History,” page 47.
(3)  Cressman, 74.
(4) Walter Lord, “Incredible Victory: The Battle of Midway.”
(5)Cressman, 65.
(6) The Dauntless had dual controls; if the gunner swiveled his seat to face forward, he could assume limited control over the airplane. While some pilots were reluctant to let their gunners take charge, Fleming insisted on it, letting Card fly during training flights in preparation for just this scenario. The impact was not lost on Card, who later remarked “Imagine me flying point out Jap hunting!” Cressman, 74.
(7) Ibid.
(8) Lord, “Incredible Victory”
(9) VMSB-241 War Diary, page 7.
(10) Cressman, 144
(11) Gerald Astor, “Semper Fi in the Sky,” pg. 53.
(12) Cressman, 144
(13) For a more detailed analysis of the differing accounts of Fleming’s crash, please see Russ Padden, Richard E. Fleming Kamikaze Myth.

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