It is here necessary to bear in mind the relative position of the Woosung river in respect to the Yangtze, in order to avoid confusion in reading the account of the operations. The former empties itself into the latter on its right bank, and the village or small town of Woosung, which contains nearly five hundred houses, stands at its mouth. This place was visited by Mr. Medhurst, during his missionary tour up the coast of China in 1835, and the people were there found to be remarkably civil and well disposed.

The breadth of the river at its entrance may be about a mile, but the channel for vessels of moderate burden is somewhat intricate, and scarcely more than three hundred yards wide. The course of the river runs nearly north and south, and, as it joins the great Yangtze, its banks gradually widen out, until they are soon lost in the banks of the larger river. The principal line of defence was situated along its western bank, running from the upper end of the village of Woosung for a distance of full three miles along the river's mouth, and curving gradually round towards the banks of Yangtze river.

The town of Paoushan is situated nearly two miles in the rear of the batteries at that end. This long line of embrasures mounted not less than one hundred and thirty-four guns; but they were generally a great deal too wide, and the battery was constructed of earth, very much like the works already described at Chusan. Stakes were driven in along the front to protect it from the sudden landing of troops, and probably to secure the banks from the effects of inundations.

Just above the village of Woosung, and skirting it on its southern side, was a large creek or canal, communicating with the river, and protected by a strong semicircular stone battery, regularly built, and mounting ten brass 24-pounder guns. From its position it served to defend the river itself, for it commanded the whole reach, as well as the mouth of the creek.

On the eastern side of the river, opposite Woosung, stood a strong fort, principally built of brick, nearly of a circular form, and from its elevation calculated to have a long range. It was flanked by a line of embankments, with embrasures not yet completed, but mounting altogether twenty-one guns. There were one hundred and seventy-five guns mounted for the defence of Woosung. But it was not the number of guns which constituted the strength of its defences. The choicest Tartar troops had been collected at this point, who were prepared to defend it obstinately. They worked their guns with great spirit, and kept up a better sustained fire than they had done on any previous occasion; and when their principal line of battery was turned by the movement of a body of seamen and marines upon their flank, they defended themselves with remarkable obstinacy and courage, and did not hesitate to measure the sword with the cutlass, or to cross the spear with the bayonet.

There was some difficulty in finding a spot where troops could be disembarked with a view to turn the position, for the water shoaled to three feet, within two hundred yards of the banks, and the disembarkation could only be effected under cover of the guns of our ships.

On the morning of the 16th, both the tide and the state of the weather being favourable, the Admiral determined that the attack should be made without further delay, and ordered that the ships should be towed into action by the steamers, so that they would be enabled to take up the precise positions allotted to them. There were five steamers ready for the service, besides the little Medusa, which was reserved to meet any unforeseen contingency. It was the first action in which the ships of war were all towed into their appointed stations. The little Algerine was the only exception, as she was directed to get in as near as possible under sail. Even the North Star, Captain Sir E. Home, which only came in sight just as the action had already commenced, was towed in by the Tenasserim, which, after placing the Blonde in her proper position, was sent out on purpose to fetch her.

The Cornwallis and Blonde, being the two heaviest ships, were to take up their positions in front of the batteries, just below the village of Woosung, and the light squadron was then to pass them and proceed up the river to attack the village, and the battery at the mouth of the creek above it, and also the circular battery on the opposite or east side of the river. The light squadron consisted of the Modeste, Columbine, and Clio, towed respectively by the Nemesis, Phlegethon, and Pluto.

The channel had been buoyed off the previous night, and two junks had been moored so as to mark the entrance, on the eastern side of which there ran out a long sand-bank.

At the dawn of day on the 16th all the ships of war got under weigh, and by six o'clock they were in tow of their respective steamers. In this instance, and indeed throughout all the operations in the north of China, under Sir William Parker, the steamers were always lashed alongside the vessels they had to tow, instead of going ahead. This plan was found to answer remarkably well in the intricate navigation of the Yangtze river, as the movements of both vessels were more easily managed. The Blonde, towed by the Tenasserim, led in towards the batteries; the Cornwallis followed, bearing the Admiral's flag, and lashed alongside of the Sesostris. This post of honour was assigned to the Blonde, because, as soon as the light squadron had passed up the Woosung, she would have been nearer at hand to support them, if necessary.