This action between French and British ships took place on 9 July 1745, during the final Jacobite Rebellion. The uprisings between 1688 and 1746 were aimed initially to restore James VII of Scotland (James II of England), the Old Pretender, to the throne after he was deposed during the Glorious Revolution. This last rebellion was launched by the Old Pretender's son, Prince Charles Stuart, known as the Young Pretender. He planned to land in Scotland and gather an army to march towards London, while a French army invaded from the south to enable James to land and be crowned King. Although Charles landed in Scotland in July, he received muted support and gathered only a small army. It was met by the superior standing army, under the Duke of Cumberland at Culloden Moor on 16 April 1746. Charles was defeated and forced to flee, spending months on the run before escaping to France. There he remained in exile, ending any realistic hope of a Stuart restoration.

When Charles Stuart boarded the French ship ‘Du Teillay’ at St Nazaire bound for Scotland on 7 July, he was joined by her French escort ship the ‘Elizabeth’. Two days later they were intercepted by the English ship ‘Lion’, commanded by Captain Piercy Brett. A close action began at 17.00 between the ‘Lion’ and the ‘Elizabeth’. The ‘Du Teillay’ attacked the ‘Lion’ several times and, at 18.00, the ‘Lion’s’ mizzen topmast came down. The ‘Lion’ continued to fire at the ‘Elizabeth’ until she broke free at 22.00 to join the ‘Du Teillay’. The ‘Lion’ was too damaged to follow; 52 of her men were killed and about 110 wounded. The ‘Elizabeth’ lost about 57 men with 175 wounded, with her commander, Captain Dau, among the dead.

The painting shows the third phase of the action at about 20.00. On the left of the picture the ‘Lion’ is in close action with the ‘Elizabeth’ shown in the centre. The ‘Lion’s’ mizzen top and topmast is shot away and hangs over the side. On the right the ‘Du Teillay’ is firing at the ‘Lion’ who is retaliating with her guns at the stern. Painted many years after the event, the artist may have referred to three related drawings by Captain Piercy Brett, for this work.