When the Royal Canadian Air Force's 115th Fighter Squadron lands at Alaska's Annette Island, a US Customs officer refuses to let the pilots out of their planes until they pay duty on their arms and equipment. It takes a message from Secretary of State Cordell Hull granting the Canadians Distinguished Foreign Visitor status to end this idiocy.

On Guadalcanal, coastwatcher Martin Clemens relieves the tension with target practice with his .22, and reading his volumes of Shakespeare.

Off New Zealand, a Japanese submarine launches a reconnaissance seaplane that flies over Auckland.

The Germans decide they've had quite enough of partisan harassment in Russia, and launch Operation Hanover, to clear the Bryansk-Vyazma railway. For six days, 45,000 German troops, including panzer and SS-police units, search for an estimated 20,000 partisans, and catch and kill many of them.

In the Barvenkovo salient, Gen. Ewald von Kleist's panzers start to chop up the Russian 6th and 9th Armies. Moscow admits a loss of 5,000 dead, 70,000 missing, and 300 tanks destroyed. The Germans claim 24,000 PoWs and 1,200 tanks. The Russians began the offensive with only 845 tanks.

The Japanese announce a great victory in the Coral Sea, claiming to have sunk the carriers USS Saratoga and Yorktown, and the British battleship HMS Warspite. None of the above is true. In the wake of the Doolittle Raid, the Japanese go berserk looking for spies. Schoolchildren are taught to hate "gaijins," foreigners, and Axis and neutral civilians in Tokyo are pursued by Japanese kids yelling, "Spai! Spai!" Anti-spy drills are organized in Tokyo, with cops arresting actors posing as spies, to test the cops' skills and impress the public. The newspaper Asahi warns that a recently unmasked foreign spy had a radio transmitter in his grand piano. "Consequently, any foreigner playing a piece of music that is not to be found in a book is dangerous. Therefore, let's all have a smattering of musical culture." The Mainichi is tougher: "Some may think that the campaign against espionage is useless given the Hundred Million's unshakable patriotism. But this facile attitude is particularly dangerous. The 'spai' is everywhere. Like an omnipotent phantom, he is in the street, he is in the trolley car, he listens to the people's naive and innocent conversations." General Nakamura, boss of the military police, says, "The essential idea is to keep an eye on anyone acting in an unusual way."

The US Navy announces that a US cargo-passenger ship was sunk on May 19 in the Gulf of Mexico with 36 persons missing or dead. The Senate and House agree to raise minimum base pay for Army and Marine privates and Navy Seamen to $40 a month. The War Production Board orders a halt to all construction of amusement parks, racetracks, ballparks, and theaters. Children's playgrounds are exempt. 32 people are killed or drowned, and many more missing after torrential rains and flash floods whack Eastern and Central Pennsylvania.

In North Africa, the British 8th Army and the Axis Panzerarmee Afrika stare at each other across a sea of British minefields from Gazala to Bir Hakim (or Bir Hacheim). The British defense line is based on a line of strongpoints (called "boxes") connected by minefields, most of which are not covered by machine guns or artillery. The Gazala Line's boxes are islands of resistance that are to serve as pivots by which 8th Army's mobile forces in 30th Corps can maneuver. The most important boxes are held by the 150th Brigade of the 50th Northumbrian Division at a trail junction called Knightsbridge, and at the bottom of the line, the extreme left flank, a pair of disused cisterns next to a Beau Geste-style fort called Bir Hakim. This is held by the 1st Free French Brigade and its colorful Foreign Legionnaires. Behind that are two British armored divisions, 1st and 7th. Behind that are the 30-mile perimeter defenses of Tobruk, which have fallen into disrepair. Even so, the British are building up for a new offensive.

To do so, they have added something new in war, the American-made Grant tank. This 10-foot 4-inch high mass of rivets and steel is well-armored, fast, reliable, and packs a wallop with both a 75-mm gun and a 37-mm weapon. But the 75-mm gun (more a field weapon than anti-tank weapon) is mounted in the hull, can only fire forward, and the tank has a high silhouette. Nonetheless, it is an improvement over previous British tanks. The British are also rolling in 6-lbr. anti-tank guns, 57mm weapons that are superior to the unpopular 2-lbr.

But Gen. Erwin Rommel plans to beat them to the punch. His supply lines are in good shape, as German bombers have neutralized Malta. He has 150,000 tons of fuel, and more than 50 new Panzer Mark IIIJ tanks, equipped with the powerful long-barrel 50mm gun. There are 19 Mark IIIJs, but they have "spaced armor," extra frontal plate, that can break the armor-piercing cap of an anti-tank shell. His Italian forces also have new Semovente self-propelled guns, equipped with a 75 mm gun.

Rommel dreams up Operation Venezia, a typical daring stroke. In the north, his Italian forces, the Sabratha, Trento, Brescia, and Pavia Divisions, backed by two German regiments of the 90th Light Division, will attack to draw off the British attention. But his main force, consisting of the Italian Ariete Armored Division, Trieste Motorized Division, and above all, the Afrika Korps -- the 15th and 21st Panzer Divisions -- will swoop round all the way to the right side of the British flank, stomp the defenders at the Bir Hakim crossroads, and drive into the sea, sandwiching the British between the infantry to the west and the panzers to the east.

Once the Axis forces overwhelm these forces, they will combine and take Tobruk. To sustain this second phase, Rommel will rely on capturing British supplies at Belhammed.

The attack will take place on May 26th. If it works, the Axis will crush the British 8th Army, take Tobruk, and be on the high road to Egypt, with nothing to stop them.

Gen. Joseph Stilwell flies into Delhi, ending his retreat from Burma. He receives official commendation from Secretary of War Henry Stimson, Madame Chiang Kai Shek, and President Roosevelt. Stilwell, exhausted, faces the press, and is reported as follows: "Still full of fight after a hell of a beating in Burma, and a weary march of 140 miles through wild Burma jungles, Lt. Gen. Joseph W. Stilwell declared today that Burma could be --and must be -- retaken from the Japanese. He said he regarded Burma as a vitally important area for re-entry into China, now blocked from the Burma Road supply route."

Stilwell has a salty quote for the press: "I claim we got a hell of a beating. We got run out of Burma and it is as humiliating as hell. I think we ought to find out what caused it, go back and re-take it."

May 25th, 1942...HMNZS Achilles sails from Suva in Fiji with 42 new crewmen, bound for Pago Pago in American Samoa, finding it cluttered with barrage balloons and ships. Achilles hooks up with an American destroyer, USS O'Brien, to carry an echelon of GIs to the French Polynesian island of Wallis.

Lt. John D. Bulkeley, who evacuated Gen. Douglas MacArthur and his family from the Philippines, receives the Navy Cross in Washington from Secretary of the Navy Frank Knox. Bulkeley will make rear admiral, live until 1996, and be buried in Arlington National Cemetery in Virginia. The same day, the US Army stages maneuvers by "invading" Asbury Park, New Jersey, future birthplace of Bruce Springsteen. Army bombers fight sham battles with fighters, while troops "invade" a 40-mile beach.

A German U-Boat puts a torpedo through the destroyer USS Blakely in the Caribbean, but the tincan reaches Martinique safely.

As Erwin Rommel moves his armor up to their start lines, he has a great advantage. His codebreaking team has broken the system used by American Col. Bonner Fellers, the US military attache in Cairo. Fellers has unlimited access to the British war effort, and sends huge signals to Washington reporting it in detail. Rommel reads all this traffic.

Rommel has 90,000 men, 560 tanks (332 of them German) and 500 German and Italian aircraft. His tanks include the powerful Mark IIIJs and Hs, as well as Mark IVs, IIs, and even a few Mark I tanks with their twin machine guns. British Gen. Neil Ritchie has 100,000 men, 849 tanks, 167 of them Grants. The rest of his tanks are thinly-armored Stuarts and Crusaders, or heavily-armored and lightly-gunned Valentines and Matildas. He has only 190 serviceable aircraft, most of them P-40 Kittyhawks and Hurricanes, which are inferior to Gen. Albert Kesselring's ME 109Fs.

May 26th, 1942...USS Enterprise and USS Hornet arrive at Pearl Harbor to refuel and re-arm as fast as possible. Working parties in dungarees haul supplies aboard as fast as possible. The only break occurs when Adm. Chester Nimitz's four-star flag shoots up the yardarm. In a flurry of ruffles and bosun's calls, CINCPAC himself boards the carrier to decorate three aviators, Wade McClusky, Roger Mehle, and James Daniels, with Distinguished Flying Crosses. Also decorated on Enterprise's flight deck that day is Mess Attendant Dorie Miller of USS West Virginia, for his Pearl Harbor heroics. Nimitz looks at Mehle as he decorates the pilot and says, "I think you'll have a chance to earn another medal in a couple of days."

After Nimitz leaves, so does Vice Adm. William F. Halsey Jr., thin and irritable, suffering with "general dermatitis" and complete exhaustion from conning his carriers around the Pacific. Shelved for the upcoming battle, he names as his replacement quiet Rear Adm. Raymond A. Spruance, a black-shoe officer who has conned Halsey's cruisers and destroyers. The appointment of a cruiser skipper to lead carriers surprises all. Spruance is filled in on intelligence reports that show the Japanese are descending on Midway island. Spruance proposes to deploy his carriers 350 miles northeast of Midway to ambush the enemy, where he will rendezvous with Task Force 17, and the carrier Yorktown. That ocean spot is codenamed "Point Luck."

The seaplane tender USS Kittyhawk brings in all kinds of supplies to Midway Island, which is now defended by two battalions of Marines, five tanks, PT boats, and 121 aircraft.

In the flag quarters of the Japanese superbattleship Yamato in Hashirajima harbor, Chief Steward Kanjiro Omi draws a verbal reprimand from Adm. Isoroku Yamamoto for making a serious mistake. Omi has boiled the miso soup for the afternoon's reception in tai paste. As every superstitious Japanese person knows, that means crowning good luck with bad. Considering that the reception on Yamato's quarterdeck will host all the captains and admirals involved with the Midway operation, Omi's faux pas is quite serious. Omi has no excuse. He stands tall before The Man (in this case Yamamoto's flag secretary) and accepts the blame.

Nobody notices the error, however, as the rest of the food (including Johnny Walker Black Label seized from Singapore) is superb, and the reception goes well. Sake and scotch stir visions of limitless glory for the officers, who plan the campaigns that will follow their victory at Midway...invasions of Fiji, Australia, and New Zealand...the drive into India to link up with the Germans...a possible assault on Hawaii itself, that will cement the Greater East Asia Co-prosperity Sphere.

The Royal Australian Air Force airlifts a company of troops to New Guinea.

Great Britain and the Soviet Union sign a 20-year treaty of alliance, to avert all chance of a confrontation between Communism and the western democracies. Both nations agree not to negotiate or conclude any armistice with Germany or her allies "except by mutual consent."

"At 8:30 pm I ordered Operation Venezia and the 10,000 vehicles of the striking force began to move," Erwin Rommel writes. "My staff and I, in our place in the Afrika Korps' column, drove through the moonlit night towards the great armoured battle. Occasional flares lit up the sky far in the distance -- probably the Luftwaffe trying to locate Bir Hakim. I was tense and keyed up, impatiently awaiting the coming day. What would the enemy do? What had he already done? These questions pounded my brain, and only morning would bring the answers. Our formations rolled forward without a halt." Rommel, convinced his armor will win a quick victory, provides them with petrol for 300 miles and 96 hours worth of food, water, and ammunition. The armor rolls southeast through the gathering dark, on schedule, through a perfectly accomplished 120-degree wheel.

In the Barents Sea, Convoy QP-12 is on its way home to Britain with 15 ships, while Convoy PQ-16 is enroute to Murmansk with 35. Some 260 Luftwaffe aircraft, including He 111 torpedo bombers, swing in to attack, joined by U-boats, amid appalling weather. QP-12 emerges unscathed, but PQ-16 feels the teeth of a running five-day battle, losing an acceptable six ships.

Japanese Prime Minister Hideki Tojo reviews the progress of the war for the Japanese Diet. His message is simple: Japan is winning. He announces the formation of a new cabinet ministry, the "Dai Toa Sho," or "Greater Asia Ministry. This department will coordinate the administration of all conquered territory in the Pacific. All colonized people will, he says, have the right to independence, but real power will be in the hands of Japanese administrators (who are on the surface aides to the puppet rulers) and the Imperial Japanese Army and Navy. English and Dutch-speaking Japanese exporters, bankers, and journalists receive their call-up papers and are sent to Mindanao, Singapore, and Rangoon, and told to run the new empire. For staffs, they are given local Japanese traders. This leads to disorganization, looting, and corruption, particularly as the new imperial rulers steal the property of the old imperial rulers, riding around in confiscated Buicks, Fords and Rolls-Royces, living in confiscated mansions and godowns, dining on captured corned beef and whisky.

Tojo also urges Indians to revolt against the British, saying Japanese liberation is near.

Joe Stilwell writes his wife: "Ole Pappy calling from India and reporting in from Burma. Everything ok. I'm a little underweight -- to be truthful I look a good deal like the guy in the medical book with his skin off, showing the next layer of what have you. However, I'm putting it on again fast. I was damn glad to get my gang out of the jungle. Most of them now consider me meaner than ever, because I made them all play ball. Rank or no rank. We had quite a trip, which I now suppose will be exaggerated, as usual, till it's unrecognizable. I have hopes that someday we can step on these bastards and end the war, and if I am lucky enough I can go back and have a few days at a place called Carmel, where there are a few people I know who will welcome a vulgar old man, even though he has proven a flop and has been kicked around by the Japs. Meanwhile the vulgar old man is trying to think up a scheme to kick them around."

Secretary of State Cordell Hull presents Soviet Ambassador Maxim Litvinov a draft plan for Lend-Lease to Russia. Litvinov, an urbane, pro-Western Jew, is pleased with it. The Committee on Fair Employment Practice orders eight New York and New Jersey companies holding war contracts to cease discrimination against blacks, Jews, and foreigners.