She had previously served with the French Navy as the Tonnant-class Guillaume Tell, but was captured in the Mediterranean in 1800 by a British squadron enforcing the blockade of French-occupied Malta.

She fought with Vice-Admiral Robert Calder's fleet at the Battle of Cape Finisterre in 1805, contributing to the capture of two enemy ships.

Flagship of Rear-Admiral Pierre-Charles Villeneuve she was one of the ships that accompanied Vice-Admiral François-Paul Brueys's fleet, carrying Napoleon Bonaparte and the French troops to invade Egypt.

Nelson ordered his fleet to attack immediately, with the British forces moving on the French van, doubling their line.

[4] Villeneuve was later criticised for not using his initiative to bring the rear to support the van earlier in the attack, but pleaded that it would not have made a difference to the outcome.

[4] The four surviving French ships escaped to Malta, with Généreux returning from there to Toulon, but Guillaume Tell became trapped at Valletta by the British blockade.

[5] Nelson's irritation that two of the French ships of the line at the Nile had escaped him was assuaged by interception of the Généreux in February 1800 while trying to protect a squadron attempting to break the blockade of Malta.

Nelson, by now infatuated with Emma Hamilton, and resisting his commanding officer Lord Keith's order to move his base of operations away from Palermo, left the blockade to his subordinates while he went ashore.

[6] Her departure was observed by Captain Henry Blackwood aboard the frigate HMS Penelope, who immediately engaged her, having dispatched the brig Minorca to bring up the rest of the blockading squadron.

The crew of Lion fought off two attempts to board by the French, before drifting away with her sails and rigging cut to pieces in order to repair the damage.

[7] The badly damaged Guillaume Tell was taken in tow by Penelope, the only ship in any condition to remain at sea and arrived at Syracuse on 3 April.

She had recommissioned in September 1811 under the command of Captain Charles Paget to serve as the flagship of Rear-Admiral Sir Benjamin Hallowell in the Mediterranean.