This drawing was made at Farnley Hall during Turner's stay there in November 1818, and by family tradition was the only one that the artist executed in the presence of anybody at the house.

The circumstances of its genesis are recorded in an account by Edith Mary Fawkes, wife of a grandson of Walter Fawkes: ‘One morning at breakfast Walter Fawkes said to him [Turner], "I want you to make me a drawing of the ordinary dimensions that will give some idea of the size of a man of war". The idea hit Turner's fancy, for with a chuckle he said to Walter Fawkes’ eldest son, then a boy of about 15, "Come along Hawkey, and we will see what we can do for Papa", and the boy sat by his side the whole morning and witnessed the evolution of "The First Rate Taking in Stores". His description of the way Turner went to work was very extraordinary; he began by pouring wet paint on to the paper till it was saturated, he tore, he scratched, he scrabbled at it in a kind of frenzy and the whole thing was chaos - but gradually and as if by magic the lovely ship, with all its exquisite minutia, came into being and by luncheon time the drawing was taken down in triumph.' The subject seems to be an adaptation of a watercolour study of about 1798 (T.B.XXXIII-e) in which the hull of a large boat occupying the right-hand edge of the design similarly dwarfs smaller boats beside it.