The 1937 Spithead Review was a massive display of British international maritime strength featuring over 150 Royal Navy ships anchored in the eastern Solent, including four aircraft carriers, and invited guest ships from 17 foreign nations. It took place on 20 May, celebrating the coronation of King George VI, and has been described by the military historian H.P. Willmott as 'the last parade of the Royal Navy as the world's greatest and most prodigious navy'. In the morning, the fleet anchored in a five-mile grid, dressed overall with signal flags and bunting, and in the afternoon the Royal Yacht Albert and Victoria steamed slowly through the fleet with King George VI on board. The Review concluded at dusk with the 'Illumination of the Fleet' where every ship outlined its superstructure with thousands of fairy lights, fired salvoes of red, white and blue rockets, and lit up the clouds with powerful searchlights. A headline from The Sphere read 'SEARCHLIGHTS AND ROCKETS CREATE SCENES OF FAIRYLIKE SPLENDOUR ON THE NIGHT OF THE SPITHEAD REVIEW'. The event was also covered by BBC Radio, with a live commentary by Lt. Commander Thomas Woodroffe on board his old ship, H.M.S. Nelson, also the Flagship. Woodruffe had partaken liberally of the ship's hospitality and was three sheets to the wind when he went on air (his infamous and hilarious recording can be found on YouTube). He was faded out after a four-minute drunken ramble ending with 'the whole damn — the whole fleet's disappeared!' Two euphemisms passed into the English language that night — 'lit up' (after he repeated the phrase over and over again, slurring his words), and 'tired and emotional' (after he later tried to excuse himself).

Wilkinson, the artist who caught the scene so dramatically here (from the mainland, one assumes), has been credited with having camouflaged naval vessels in the First World War with 'dazzle' fractal designs, which broke up the profile of ships at sea, making them harder targets. The picture is a dreamlike forest of light, visualising Woodruffe's comment 'the whole thing is in Fairyland, it isn't true, it isn't here'.