This splendid line of battle ship of one hundred and eight guns, had arrived at Spithead. Needing some repairs, she was “_heeled down_,” or inclined on one side, to allow the workmen to work on her sides. Finding more needed to be done to the copper sheathing than was expected, the sailors were induced to heel her too much. While in this state, she was struck by a slight squall; the cannon rolled over to the depressed side; her ports were open, she filled with water, and sunk to the bottom! This dreadful catastrophe occurred about ten o’clock in the morning. The brave Admiral Kempenfeldt was writing in his cabin; most of the crew, together with some three hundred women, were between decks: these nearly all perished. Captain Waghorn, her commander, was saved; his son, one of her lieutenants, was lost. Those who were on the upper deck were picked up by the boats of the fleet, but nearly one thousand souls met with a sudden and untimely end. The poet Cowper has celebrated this melancholy event in the following beautiful lines: Toll for the brave! The brave that are no more! All sunk beneath the wave, Fast by their native shore. Eight hundred of the brave, Whose courage well was tried, Had made the vessel heel, And laid her on her side. A land breeze shook the shrouds, And she was overset; Down went the _Royal George_, With all her crew complete. Toll for the brave-- Brave Kempenfeldt is gone, His last sea fight is fought-- His work of glory done. It was not in the battle; No tempest gave the shock; She sprang no fatal leak; She ran upon no rock. His sword was in its sheath; His fingers held the pen, When Kempenfeldt went down, With twice four hundred men. Weigh the vessel up, Once dreaded by our foes! And mingle with our cup The tear that England owes. Her timbers yet are sound, And she may float again, Full charged with England’s thunder, And plough the distant main. But Kempenfeldt is gone, His victories are o’er; And he, and his eight hundred, Shall plough the wave no more.