On 28 August 1793 a mixed force of British, Spanish and émigré French troops under the command of Admiral Lord Hood occupied the port of Toulon, where the population was in revolt against the revolutionary government in Paris. The port was surrounded by a string of forts, designed to protect both the town and the anchorage, but Hood had insufficient troops available to hold them all. Initially, his British contingent no more than 1,200 men from the 11th, 25th, 30th and 69th Regiments of Foot, all of whom had been embarked on the fleet as marines when the war began, and although they were supported by nearly 3,000 Spaniards, the latter soon proved to be unreliable.
Despite the arrival of Sardinian, Neapolitan and some additional British troops (the later drawn from the 2nd and 18th Regiments of Foot), the land commander, Lord Mulgrave could do little to strengthen the defences against a French force that quickly grew to over 20,000 men, including the young a href="na-napoleon.html">Napoleon Bonaparte as captain of artillery. An ill-directed attack on a French redoubt at Aresnes, to the West of the port, on 29 November led to heavy British losses, after which the defences began to crack.
On 17 December Bonaparte led an assault on Point l'Eguilette, overlooking the inner harbour, upon which the Spanish and Neapolitan contingents withdrew from Toulon without consulting their allies. On the 19th, Hood evacuated the remains of his force, leaving most of the heavy equipment behind. It was in common with many of the expeditions at the beginning of the Revolutionary War, a badly managed affair.