She was initially ordered as a sail powered ship, but later reordered as a prototype screw frigate conversion.

Amphion was initially planned and ordered from Woolwich Dockyard as HMS Ambuscade on 13 May 1828, but was renamed on 31 March 1831.

She was laid down on 15 April 1840, but on 18 June 1844 she was reordered as a screw propelled frigate, to a design by White.

Amphion had cost £36,115 for her hull, with a further £16,673 spent on buying and fitting the machinery, which was installed at the East India Docks.

In June 1855, she ran aground at Vipuri, Grand Duchy of Finland and was fired on by Russian artillery.