After a short overhaul, she left Liverpool on 14 June under Captain Rudolph Sharp (born 27 October 1885) and arrived in the mouth of the Loire river estuary on 16 June. By the mid-afternoon of 17 June, she had embarked an unknown number (estimates range from 4,000 up to 9,000) of civilian refugees and RAF personnel. The ship's official capacity was 2,200. She was sunk off the French port of St. Nazaire while taking part in Operation Ariel, the evacuation of British nationals and troops from France, two weeks after the Dunkirk evacuation.
She was bombed at 15:48 by Junkers 88 aircraft from II. Gruppe/Kampfgeschwader 30. Three direct hits caused the ship to list first to starboard then to port and she rolled over and sank within twenty minutes. Over 1,400 tons of fuel oil leaked into the sea and was set partially ablaze, possibly by strafing. Many drowned, were choked by the oil, or were shot by the strafing German aircraft. There were 2,477 survivors. The death toll accounted for roughly a third of the total losses of the British Expeditionary Force in France. She sank around 5ï¿½nm (9ï¿½km) south of ChÃ©moulin Point in the Charpentier roads, around 9ï¿½nm (17ï¿½km) out of St. Nazaire.