the Battle of Tarawa. She continued this role until the island was secure three days later. The conquest of the Marshall Islands followed victory in the Gilberts. Indianapolis was again 5th Fleet flagship. 1944 The cruiser met other ships of her task force at Tarawa, and on D-Day minus 1, 31 January 1944, she was one of the cruisers that bombarded the islands of Kwajalein Atoll. The shelling continued on D-Day, with Indianapolis suppressing two enemy shore batteries. Next day, she destroyed a blockhouse and other shore installations and supported advancing troops with a creeping barrage. The ship entered Kwajalein Lagoon, on 4 February, and remained until resistance disappeared (see Battle of Kwajalein). In March and April, Indianapolis, still flagship of the 5th Fleet, attacked the Western Carolines. Carrier planes at the Palau Islands on 30–31 March, sank three destroyers, 17 freighters, five oilers and damaged 17 other ships. Airfields were bombed and surrounding water mined. Yap and Ulithi were struck on 31 March, and Woleai on 1 April. Japanese planes attacked but were driven off without damaging the American ships. Indianapolis shot down her second plane, a torpedo bomber, and the Japanese lost 160 planes, including 46 on the ground. These attacks prevented Japanese forces stationed in the Carolines from interfering with the US landings on New Guinea. In June, the 5th Fleet was busy with the assault on the Mariana Islands. Raids on Saipan began with carrier-based planes on 11 June, followed by surface bombardment, in which Indianapolis had a major role, from 13 June (see Battle of Saipan). On D-Day, 15 June, Admiral Spruance heard that battleships, carriers, cruisers, and destroyers were headed south to relieve threatened garrisons in the Marianas. Since amphibious operations at Saipan had to be protected, Spruance could not withdraw too far. Consequently, a fast carrier force was sent to meet this threat while another force attacked Japanese air bases on Iwo Jima and Chichi Jima, in the Bonin and Volcano Islands, bases for potential enemy air attacks. A combined US fleet fought the Japanese on 19 June in the Battle of the Philippine Sea. Japanese carrier planes, which planned to use the airfields of Guam and Tinian to refuel and rearm, were met by carrier planes and the guns of the Allied escorting ships. That day, the US Navy destroyed a reported 426 Japanese planes while losing 29. Indianapolis shot down one