This had been achieved and Axis forces were conducting a fighting retreat; by 13 December, they were holding a defensive line at Gazala, east of Benghazi.

That morning, their previous supply attempt, two fast cruisers carrying fuel to Tripoli, had failed when they were sunk at the Battle of Cape Bon by a force of destroyers en route to Alexandria.

Soon after sailing on 13 December, a group of Convoy M41 was attacked by the British submarine HMS Upright and two ships were sunk; later that day two ships collided and had to return to base, while the distant cover force was sighted by the submarine HMS Urge and Vittorio Veneto was torpedoed and forced to return to port.

The distant covering force consisted of the battleships Littorio, Andrea Doria and Giulio Cesare, two cruisers and 10 destroyers.

[4] On 15 December, Breconshire sailed from Alexandria escorted by three cruisers and eight destroyers under Rear-Admiral Philip Vian in HMS Naiad.

The two British groups were also at sea and steaming toward each other; the opposing forces were likely to cross each other's tracks east of Malta on 18 December.

Just after sunset, an air attack on the British ships caused them to return fire with their anti-aircraft guns, allowing the Italian naval force to spot them.

HMS Kipling suffered the loss of one midshipman and some damage due to a near-miss either from an 8 in (200 mm) shell, possibly fired by the Italian cruiser Gorizia or as stated by British official reports by 13 in (320 mm) shell splinters from Andrea Doria and Giulio Cesare, that knocked down wireless aerials and holed the hull, superstructure and ship's boats.

[9] After dark, Vian turned to return with Stokes to Alexandria, leaving Agnew to bring Breconshire to Malta, joined by Force B, one cruiser (the other was under repair) and two destroyers.

[11] While steaming back to Alexandria along with Vian's force, destroyer HMS Jervis reported an apparently successful depth-charge attack on an unidentified submarine.

Shortly after Vian's force arrived in Alexandria, on the night of 18 December, the Italians penetrated the harbour and attacked the fleet.