About five in the morning the Lion, 64, after pressing sail, arrived up. Steering between the Penelope and the crippled Guillaume Tell, and so near to the latter that the yard-arms of the two ships barely passed clear, the Lion ranged up on the port side of her opponent, and poured in a destructive double-shotted broadside. The Lion then luffed up across the bow of the Guillaume Tell, the jib-boom of the latter passing between the main and mizzen shrouds of the former. Of course, with an inferior complement of men, the Lion did not wish to be boarded, and, fortunately for her, the Tell’s jib-boom soon carried away, leaving the Lion inaccessible to boarders, but in an excellent position across the Guillaume Tell’s bows. Here the Lion, aided by the Penelope kept up a heavy fire, for about half an hour, when the Tell had so damaged the Lion that she was forced to drop astern; still firing, however, as did the Penelope, whenever an opportunity offered. At six o’clock the Foudroyant came up. Lord Nelson was not on board, having been left, sick, at Palermo; and Captain Dixon, of the Lion, was the senior officer to Captain Sir Edward Perry, of the Foudroyant. The latter ship, under a crowd of sail, ranged up so close to the Guillaume Tell that her spare anchor just cleared the Tell’s mizzen-chains, and called to her to strike; accompanying the summons by a treble-shotted broadside. The only answer of the French ship was a similar broadside, which cut away a good deal of the Foudroyant’s rigging. The latter, having so much sail set, necessarily shot ahead, and did not again get alongside the Tell for several minutes. Then the two large ships engaged, and the Guillaume Tell’s second broadside brought down many of the English ship’s spars, and cut her sails to pieces. She then dropped alongside the Tell, still firing occasionally; as did the Lion, on the Tell’s port side, and the Penelope, on her port quarter. Under this unremitting and galling fire the gallant French ship’s main and mizzen masts came down; and the Foudroyant, having cleared away the wreck of her fallen spars, and to some extent refitted her rigging, again closed with the Guillaume Tell, and after a few broadsides, was nearly on board her. At eight o’clock the foremast of the Tell fell, and she was totally dismasted. At a few minutes after eight the gallant Frenchman was rolling, an unmanageable hulk, with the wreck of her masts disabling her port guns, and the violent rolling, in her dismasted state, requiring the lower deck ports, on both sides, to be closed. The Foudroyant was on one quarter, the Lion on the other, and the Penelope close ahead. Under these circumstances the Guillaume Tell struck her colors.