Saw a ship, firing into a ship with the main and mizen-topmast gone; and a ship going athwart her, firing. She wore, and the Lion was to leeward. At this time, her running rigging much cut, and appeared very ungovernable; firing, occasionally, at the William Tell; which I was surprised to see was not returned by the enemy, as they were within gun-shot. But it was not long, ere I had good reason to know that a most tremendous broadside was reserved for me. Began to shorten sail, hauled the main-sail up, and had every gun loaded with three round shot. She was on the larboard, I on the starboard, tack; I, therefore, steered as if meaning to go to windward of her: but, determined to go close to leeward, kept the weather leeches of the main and mizen topsail lifting; and, at six, backed the main topsail, running as close as possible, to avoid touching. I went on the gangway, and desired the French admiral, who I distinctly saw, to strike; which he answered, by brandishing his sword, and firing a musket at me; and fired a most tremendous broadside in, of round, grape, musketry, and langridge. The good effects of being so close, was manifest. It was only our sails and rigging that suffered considerably, as not one running rope was left. But, if what we received was tremendous, our return was furious; and not to be stood against, but by determined veterans. The obvious effects, silenced his musketry; but not the great guns: though we could distinctly hear the shot crash through and through her, and the mainmast began to totter. Fortunately, I kept way on the Foudroyant: and was, though with infinite difficulty, able to wear, and give him as compleat a dose from the larboard as we had done from the starboard side; and, down came his mainmast. The action then continued, with great obstinacy. A man, in the heat of the fire, nailed the French ensign on the stump of the mainmast. By this time, our fore topmast was over the side, main topsail down, yard shot away, mizen top-gallant mast and main-sail--indeed, every sail--in tatters. The enemy's mizen-mast was gone; which enabled him to wear, and draw ahead of us. His men were on deck, very active in clearing away the wreck, regardless of the fire; and they fixed a small French admiral's flag on the stump of the mizen mast, over another ensign nailed there, which seemed to bid defiance to us. At half past seven we had separated a little, our head to his stern. The Lion gave him many broadsides; but he preferred firing at us, when a gun would bear. I threw out the Penelope's pendants, who had just raked the enemy, and got her within hail; and begged that Blackwood would take me in tow, and get me once more close along-side the William Tell: which he was in the act of