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Pennant Numbers:

There is no record of a pennant number being allocated to this ship.



Battle Honours:

Atlantic 1941




Builder: Bremer Vulcan, Hamburg

Converted by: Blyth Shipbuilding & Drydock Co. Ltd. Northumberland

Displacement: 11,000 tons

length (Overall): 467ft 3in

Beam:  56ft

 Flight deck: 450ft x 60ft mild steel plate

Propulsion: 1 x Vulkan diesel engine driving 1 shaft

Speed:  14.5 knots

A/C Capacity: 6

Hangar: None

A/C lifts: None

Catapult: None

Arrestor wires: 3

Armament: 1 single 4in QF Mk V HA, 1 single 6 pounder, 4 single 2 pounder "pom-pom", 4 single 20mm Oerlikon

Crew Complement: 210


Commanding Officer:


Cdr. D.M. MacKendrick RN

June 1941 - 22 Dec 1941

 Killed in action





Jul - Dec 41

Martlet II



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HMS AUDACITY undergoing her sea trials in August 1941. Image © IWM (FL 1204)


HMS AUDACITY was the first Auxiliary Escort carrier built for the Royal Navy: originally launched March 29th 1939 as the German passenger-cargo liner MV HANOVER, she was captured by HMS DUNEDIN on March 8th 1940 trying to run the blockade in the West Indies, being boarded before she could be scuttled by her crew.

Impressed into service by the Admiralty she was initially renamed SINBAD. She was commissioned as an Ocean Boarding Vessel on November 11th 1940 as HMS EMPIRE AUDACITY. This was a short-lived role, as she was selected for conversion into Britain's first Auxiliary Escort carrier. The conversion Work commenced in Bootle on January 22nd 1941, and was completed by Blyth Shipbuilding and Dry Dock Company, Northumberland. The work was completed in early June 1941. The ship re-commissioned on June 17th as HMS EMPIRE AUDACITY, Commander D.M. MacKendrick in command.

EMPIRE AUDACITY was a flush deck carrier with no Island structure or hangar deck; an open conning position on the starboard side, her exhaust vent was flush with the deck and angled at ninety degrees to vent sideways away from the ship. She was capable of operating eight Martlet Mk II fighter aircraft which were parked on deck at the mercy of the elements at all times. Her flight deck was 450 feet long and 60 feet wide, equipped with only three arrestor wires and one barrier. She carried minimal anti-aircraft armament.

Sea trials and work-up: June - July 1941

 EMPIRE AUDACITY sailed for sea trials and work up in the Clyde on June 20th with her first deck landing being made by a Martlet on July 10th when 802 squadron aircraft flew out to the ship from RNAS Machrihanish to operate with her air department. The squadron sent out flights of 2 aircraft in turn to land on the unfamiliar deck and return to base; each pilot was to make three landings. There was no cash barrier rigged at his time so anyone who missed an arrester wire could simply apply power and go round again. There are three flying intendents recorded for period, 10 – 21 July, all involving Sub-Lt G. B. C. Sangster RNVR; on the first day of flight operations, he had a minor accident in Martlet AL244, on the 13th he had another minor accident in Martlet AM958, and on the last day of operations crashed on deck in Martlet AL249. The aviation work-up was completed on July 21st. Ten days later the ship’s name was shortened to ‘AUDACITY’.

Her work-up was completed on August 8th and the ship proceeded to Liverpool to enter a dockyard to have High-frequency direction finding (HF/DF) equipment installed. This was essential if she was to effectively utilise her fighters to intercept enemy threats. On completion of this work she proceeded to Scapa Flow, the Orkney Islands.

Convoy protection duties: September - October 1941

AUDACITY embarked 6 martlets of 802 squadron from RNAS Twatt, Orkney, on September 10th in preparation for convoy protection duties. Her Martlets were to conduct anti-submarine (A/S) patrols and tackle the German long range Focke-Wulf Fw 200 Condor maritime reconnaissance planes which would report back convoy numbers and positions to U-Boat headquarters.

AUDACITY sailed with her first convoy, OG 74 on September 13th 1941 outbound from the UK to Gibraltar. \This was to be slow voyage; the convoy was limited to the speeds of the slowest ship the Collier CITY OF WATERFORD which could only make 7 knots. On the 19th she collided with the Rescue Tug THAMES and sank, the convoy then increase speed to 10 knots.

The first pair of Martlets were launched for patrol at dawn; the routine developed by the squadron was for a section pair to launch and then to separate, one flying clockwise around the convoy, the other anti-clockwise at 1.000 feet keeping visual contact with the convoy. The second section pair was then manned on the deck at ‘immediate readiness’ to launch if an enemy was sighted, the third section pair were in the ready room on ‘standby’, the fourth section pair were ‘available’ at five minutes notice. Should the ‘immediate readiness’ section be launched the ‘standby’ section took their place and the ‘available’ became the ‘standby’. The first patrol landed on after one hour and the pilots went to ‘stand down’ status for an hour during which time some sleep could be had before re-joining the other three section pairs continuing the hourly patrol rotation in turn. The ‘stand down’ section pair were also launched one hour before dusk for the final A/S patrol of the day. The squadrons pilots were divided into colour coded section pairs, BLUE (Lt. Cdr J Wintour, Sub-Lt D. A. Hutchison), RED (Sub-Lts E. M. Brown RNVR & R. R. Lamb RNVR), BLACK (Sub-Lts Patterson RNVR & Fletcher RNVR), GREEN (Lt. J. R. Garden RN & Sub-Lt P. C. H. Morris RNVR), YELLOW (Lt. J. W. Sleigh RN & Sub-Lt H. E. Williams RNVR) with Sub-Lt G. B. C. Sangster RNVR as spare pilot.

HMS AUDACITY at sea with her Wildcat fighter aircraft secured on the after end of the flight deck; she had no hanger so the aircraft were exposed to the elements at all times, Photo: Author's collection

Flying operations were a vulnerable time for AUDACITY, especially recovering aircraft. Since she had no hanger the flight deck party had to stage manage the deck in readiness to receive aircraft; all aircraft had to be stowed at the front of the flight deck and the crash barrier and arrester wires raised. The ship had to leave the convoy and turn into wind then then the aircraft in the circuit could land on, one at a time, the second had to wait for the first to be taxied beyond the barrier which was then reset. During this evolution, on average taking 10 minutes, no aircraft could be launched. Because the flight deck was in a consent fluid state no maintenance activity could be undertaken during daylight, all work was done on the deck at night by torchlight when all aircraft were parked aft in redness for the morning launch.

The first enemy contact cam on the 15th when Sub-Lts Brown and Lamb were on patrol. A U-Boat was spotted submerging after spotting the aircraft and was below the surface by the time the two Martlets managed to fire at her. Another U-Boat fired two torpedoes at the convoy the next night but without success.

During the dusk patrol on September 20th Red section sighted a diving U-Boat at 18:15, they marked the spot with smoke floats while AUDACITY got an accurate bearing on her HF/DF 12 miles from the convoy. The sloops DEPTFORD and ARBUTUS carried out a depth charge attack which was thought to have damaged the submarine. At 23:31 hours the convoy was 500 miles west of Brest, France at position 48° 07'N, 22° 05'W when U-124 fired three torpedoes in two minutes intervals at the convoy and sank the British ships BALTALLINN and EMPIRE MOAT. 60 survivors were rescued by the rescue ship WALMER CASTLE.

On the morning of the 21st the WALMER CASTLE and rescue tug THAMES were still at the site of the previous night’s attack came under attack from a Fw 200 Condor of of KG40 which ignored the large red cross painted on the rescue ship and attacked her with bombs setting her ablaze. BLACK section were at ‘immediate readiness’ and they were scrambled to intercept, arriving overhead as the Condor turned its attention to the THAMES. They attacked her causing the tail section to fall away and the aircraft crashed into the sea on flames. The WALMER CASTLE had sustained heavy damage in the attack and was later sunk by gunfire from the British corvette HMS MARIGOLD and sloop HMS DEPTFORD.

At noon the THAMES came under attack from a Junker Ju.88 bomber which set her on fire; the 2 patrolling Martlets from AUDACITY intercepted it as it lined up to attack a straggler with the THAMES but it broke off into cloud before they could attack. That night another German submarine claimed three merchant ships; at 22:50 hours U-201 sank RUNA, at position 46° 20'N, 22° 23'W, 9 survivors were picked up by the Sloop HMS DEPTFORD. At 23.20 the U-Boat struck again sinking the merchantmen LISSA and RHINELAND in position 47° 00'N, 22° 00'W, there were no survivors.

In the afternoon of the 22nd AUDACITY embarked 86 survivors from the escort vessels that had been caring for them since the sinkings; she had a small sickbay but carried 2 RNVR doctors. Surgeon Lieutenants S. J. Allen and R. Stewart who did what they could to make the injured comfortable until they could be landed at Gibraltar. AUDACITY and convoy OG 74 reached Gibraltar on September 27th, her 4 remaining serviceable Martlets were disembarked to RNAS North Front.

AUDACITY sailed from Gibraltar on October 2nd to escort the return convoy HG 74, re-embarking her aircraft from RNAS North Front once clear of the harbour. One aircraft, AM959 flown by Sub-Lt D. A. Hutchison crashed on take-off and AUDACITY proceeded with only 5 operational Martlets onboard. The weather was bad from the start and especially so in the Bay of Biscay, flying could only be undertaken on 6 of the 15-day passage.

One big problem for AUDACITY’s Martlets was that of friendly fire from RAF crews who were not expecting to encounter Brash fighters in these sectors and opened fire on the unfamiliar Martlets.

During one interception by RED section of an unidentified four-engine aircraft, which turned out to be a Fw200 of KG40, Sub-Lt Brown suffered minor facial injuries when a round shattered a Perspex panel in the cockpit hood and splinters struck him in the mouth. The Condor had been firing well before they were within range but one struck home. He made a crash landing on the flight deck, being pulled up abruptly by the third – ‘For Christs Sake’ wire and smashing his head into the gunsight knocking him out. He spent the remainder of the voyage in sickbay. Upon arriving on the Clyde on October 17th the aircraft and personnel of 802 disembarked to RNAS Donibristle to regroup.

Convoy protection duties: UK-Gibraltar-UK. October- November – December 1941

802 re-embarked on October 28th this time with 8 Martlets and 10 pilots. AUDACITY sailed for Gibraltar escorting convoy OG 76 leaving the Clyde on October 29th, her aircraft operating the same routine as on her previous round trip to Gibraltar but now operating 5 section pairs one was ‘Released’ or stood down every twenty-four hours.

Severe weather prevented any flying until November 7th and things had improved enough to permit the launch of BLACK section to investigate an aircraft detected at 17:40 not transmitting their IFF some 22 miles east of the convoy. They failed to make contact and returned to the ship which was pitching and rolling quite badly in a rain squall. On approaching the stern, which was rising and falling by 65 feet and the deck rolling sixteen degrees Sub-Lt Patterson was caught over the rounddown by the deck rising up to smash into his aircraft which bounced over the aerator wires and slid over the port side. His aircraft floatation gear worked and he was rescued by one of the escort destroyers within minutes of entering the water. His no. 2, Sub-Lt Fletcher managed to make a safe landing.

The following day another contact was detected at 11:48 and BLUE section was scrambled to intercept; they failed to intercept and were ordered to orbit astern of the convoy. When the shadowing Fw200 of KG40 was acquired BLUE section attacked setting it on fire, Lt. Cdr Wintour in Martlet BJ516 was observed to take fire from the dorsal turret and was killed, his no. 2 Sub-Lt Hutchison re-engaged and made five more attacks shooting the FW200 down at 12:09 in position 41°9'N 14°30'W. At 13:48 another aircraft was detected at extreme range, RED section was sent to intercept, this turn out to be a friendly and they returned to the convoy. On approaching the convoy, they spotted 2 more FW200s, one high and one low; Sub-Lt Brown attacked the low one and Sub-Lt Lamb the other. Sub-Lt Brown finally shot his target down into the sea after a prolonged game of cat and mouse in the cloud cover in position 41°18'N 15°28'W. Sub-Lt Lamb was unable to keep track of his target which escaped into the clouds.

AUDACITY and convoy OG 76 reached Gibraltar on November 11th, with no ships lost. There were no spare aircraft held at North Front so the squadron maintenance crews set about trying to get the 6 remaining Martlets serviceable but by the time the ship was ready to sail only 4 were airworthy. While at Gibraltar a new squadron commanding officer, Lieutenant (P) D. C. E. F. Gibson, DSC, RN arrived from the UK. He was a Fulmar pilot and formerly commanding officer of 803 squadron.

Two days after AUDACITY arrived at Gibraltar the Fleet Carrier ARK ROYAL was torpedoed on the afternoon of the 13th. She sank with almost all of her aircraft still onboard while under tow by the tugs HMS THAMES and HMS ST. DAY about 30 miles east of Gibraltar the next morning. When AUDACITY sailed to join the UK bound convoy HG-76 she carried a number of the survivors for passage home. There had been talk of her also embarking several Swordfish that had been able to land at North Front, this would have increased the A/S capability and allowed the Martlets to focus on aerial threats but a lack of Observers and Telegraphist Air Gunners meant this plan was not implemented.

The serviceable Martlets had been operating ashore for over a month to keep the pilots in condition, they re-embarked on December 14th as AUDACITY sailed to join the 36th Escort Group to cover convoy HG-76. The Convoy consisted of 32 merchantmen, 9 escorts, 3 destroyers, and AUDACITY as air cover. Although the Swordfish from North Front provided A/S patrols until the 17th, detecting 2 U-Boats on the 15th, AUDACITY’s Martlets began flying on the 15th at the request of the Escort Commander.

During the dawn patrol on the 17th, shortly after 09:00 one of her aircraft spotted a U-Boat on the surface 22 miles from the convoy and attacked with machine gun fire forcing it to submerge. Another was sighted in the early afternoon when Sub-Lt Fletcher of BLACK section was on station over the convoy, he made an attack run but was hit by canon shells from the U-131 and was killed at 12:47 in position 34°12'N 13°35'W when one round entered through the windshield. The U-131 was later attacked using depth charges and gunfire from the escort destroyers EXMOOR, BLANKNEY, and STANLEY, the corvette PENTSTEMON and the sloop STORK. After 20 minutes they crew abandoned ship as the submarine sank stern first. Sub-Lt Fletcher’s body was retrieved by STORK and he was burial at sea the next morning.

At 09:06 on the 18th another U-Boat, U-434, was detected and forced to the surface by depth charges from BLANKNEY and STANLEY, again the crew abandoned ship moments before she rolled over and sank. At 11:00 2 FW200 Condors where sighted and Lt. Gibson and Sub-Lt Hutchison were sent to engage them. Sadly, the poor state of their weary Martlets became very apparent when the guns on both aircraft jammed during the first attack pass and they had to break off. It was learned later that evening that the Germans knew the convoy course and speed plus the presence of AUDACITY in the escort force. Later that evening aa U-Boat was detected nine miles distant on the convoy’s port beam, although torpedoes were fired none found a target, and despite hours of searching by three of the escorts she slipped away.

At 04:15 hours on Dec 19th 1941 the destroyer STANLEY was hit by two of three torpedoes fired by U-574, while on station astern of the convoy and immediately sank about 330 miles west of Cape Sines, Portugal. U-574 was herself sunk 35 minutes after the attack by STORK after forcing her to the surface after dropping 15 depth charges, then rammed her and dropped more shallow set charges, eventually sinking her. STORK and SAMPHIRE later picked up the survivors from STANLEY. At 06:15 hours U-108 fired a spread of two torpedoes at the convoy damaging the merchantman RUCKINGE, she was later shelled and sunk by SAMPHIRE.

Later in the morning of the 19th RED section engaged a pair of FW200 Condors, Sub-Lt Brown shooting one down using a new ‘head-on’ attack which had worked on a previous engagement, Sub-Lt Lamb’s target escaped into cloud before he could manoeuvre into attack position. Another FW200 approached in the afternoon and YELLOW section were despatched to intercept; Lt. J. W. Sleigh eventually shot this one down with a ‘head-on’ attack but his Marled clipped the falling Condor as he shot past striking his port wing tip. He managed to land safely but discovered part of the Germans alerion hanging from his tailwheel.

On the morning of the 20th RED section was sent at 10:30 to intercept a lone FW200 but this turned into ‘hide & seek’ in and out of the heavy cloud layer, it eventually escaped. At I5:00 hours the patrolling Martlets reported two U-boats nearly ahead of the convoy. The escort Commander altered the convoy course but did not send any vessels to investigate.

At 09:10 hours on the morning of the 21st Sub-Lt Brown was on the dawn patrol when he sighted a pair of U-Boats lying side by side on the surface some twenty-five miles astern of the convoy. There was a plank between them, and men were moving from one to the other. As he got closer, they opened fire and he was forced to orbit overhead out of range. One U-Boat appeared to be damaged, a hole could be seen the port bow. It was thought these where the two boats detected the previous evening and the damage explained why the convoy was unmolested that night. Sub-Lt Brown made one diving attack, straffing the two conning towers and killing the men on the deck and the connecting plank. Both U-boats slowly made off on the surface away from the convoy. AUDACITY could not launch the third Martlet for some time as it was unserviceable, and by the time it reached the scene both U-Boats had submerged.

At 13:00 hours STORK sighted another U-boat at ten miles on the port bow, and at 15:10 hours yet another, twelve miles away. The convoy had been stalked by at least 10 U-Boats since leaving Gibraltar; 5 boats of the wolfpack ‘Seerauber’ and 5 reinforcements.

An extra sweep was added to the dusk A/s patrol on the 21st, one at 10 miles and a second at 20 miles from the convoy. This fell to RED section and the extended sweep took much longer than usual; it was nearly dark when Sub-Lts Brown and Lamb approached AUDACITY which was rolling in a heavy swell. Aided by the batsman using torches to guide him in Sub-Lt lamb landed on but Sub-Lt Brown was waved off as the roll had increased and the ship changed course to reduce it. By the time Sub-Lt Brown made his landing at 19:20 it was almost completely dark; had he been waved off again he would have had to ditch since the ship carried no deck lighting. No U-Boats had been sighted during the patrol.

Steaming at about 470 miles west of Cape Finisterre AUDACITY now broke with protocol; after darkness fell Commander MacKendrick order her to leave the convoy and proceed alone on the starboard side, zigzagging at her full speed of fourteen knots. Normally she steamed in the centre of the convoy but he reasoned that since the carrier was the obvious prize target being in the centre would risk merchant ships being hit by torpedoes fired at her.

At 20:33 hours the merchantman ANNAVORE was struck by a torpedo fired by U-567, she sank almost immediately. One of the merchant ships fired off a star shell which immediately revealed the looming silhouette of AUDACITY to U-751 which was on the surface; at 20:37 AUDACITY was hit at the stern by one of four torpedoes fired by U-751. Within minutes the ship was down by the stern with half the gun platform awash and the gun useless. She was still under way, but the rudder was damaged and could not steer. The Captain was afraid of ramming a merchantman or escort, so he ordered the engines stopped. The U-Boat frantically reloaded 2 torpedoes in her bow tubes and fired at the carrier gain some 25 minutes later from 200 yards. The torpedoes hit forward this time, striking the aviation petrol tanks and the explosion blew off her bow. The deck angled down steeply and the Martlet fighters lashed on the aft end broke free and careered down the deck mowing down anyone in their path. Men immediately began to abandon ship as AUDACITY sank by the bows at 22:10 hours. 73 men died but 225 survivors were rescued by HM Ships CONVOLVULUS, MARIGOLD and PENTSTEMON.


HMS AUDACITY under way © IWM (FL 1203)


AUDACITY had proven the concept of the Auxiliary Aircraft Carrier, with very limited numbers of aircraft she successfully defended against the threat of the FW200 Condor and helped keep U-Boats at bay. Her rudimentary design was also the basis for other British merchant conversions which resulted in the Merchant Aircraft Carrier, or MAC ships; These ships carried both valuable cargo and operated flight of 4 Swordfish. The first American built Auxiliary Aircraft Carriers entered service just before AUDACITY was lost, HMS ARCHER commissioned into the RN on November 15th. Also, a merchant conversion she had a small hangar, longer fight deck and 9 arrestor wires and could operate 16 aircraft.



Content revised: 31 October 2021


Sources used in compiling this account:

Click here for a list of Primary sources


Additional sources:

Brown, E. (1961) 'Wings on my sleeve' Tiptree, The Anchor Press Ltd.

Poolman, K. (1972) 'Escort Carriers 1941 - 1945' Shepperton, Ian Allen Ltd various documents including;

Admiralty War Diaries

Miscellaneous documents


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