In October 1803 the U.S. Frigate Philadelphia (Captain William Bainbridge) and Schooner Vixen arrived off Tripoli, with which the United States had been at war, though without much energy, for nearly two and a half years. Under orders from the new U.S. Mediterranean commander, Commodore Edward Preble, they were to closely blockade the North African port in an effort to bring the hostilities to a satisfactory conclusion. Captain Bainbridge soon sent Vixen off to look for some enemy cruisers, while keeping his frigate nearer Tripoli to maintain the blockade. On 31 October Philadelphia sighted an enemy vessel running just off shore and pursued. Realizing that the water was becoming shallow, Bainbridge turned seaward and ran aground on an uncharted reef.

The Tripolitans quickly sent a large force of gunboats to attack the stranded Philadelphia, which was listing so severely that her broadside guns could not fire on the enemy. Though the frigate's crew worked for hours to lighten their ship, throwing overboard guns, equipment and supplies, and ultimately cutting away her foremast, she remained stuck fast. Essentially defenseless, and with Tripolitan reinforcements approaching, Bainbridge surrendered his ship and crew.

Philadelphia was pulled off by her captors and taken to Tripoli harbor, where she represented not just a humiliating defeat, but also a potentially serious threat to American warships and commercial shipping in the Mediterranean sea. Preble resolved to destroy her, a project heroically and successfully carried out in mid-February 1804. However, Philadelphia's officers and men remained captives until the war ended in June 1805.