"Bismarck" and "Prinz Eugen"s escape is shadowed by the cruisers HMS "Suffolk" and HMS "Norfolk" using radar. Later, "Prinz Eugen" breaks away and heads toward the port of Brest, in occupied France, while "Bismarck" turns around and fires at the British cruisers to provide cover as it escapes. The attack forces the cruisers to retreat. An attack by aircraft from the carrier HMS Victorious causes damage to the fuel tanks but otherwise Bismarck is still largely undamaged. Meanwhile, Shepard, obsessed with the German battleship, acknowledges that his son, an air-gunner on a Fairey Swordfish torpedo bomber from , one of the British ships deployed to the hunt, may die when the British aircraft attack "Bismarck". Shepard gambles that Lütjens is returning to friendly waters where U-boats and air cover will make it impossible to attack, so he plans to intercept and attack "Bismarck" before it reaches safety.