The setting below deck shows the off-duty activities of young midshipmen and other men in their mess cramped between decks. The layered effect of the decking is accentuated by the companionways to the deck above and below, by feet on the steps far left, a soldier's head looking up through a hatch and a vertical anchor chain running through the decks. On the far left a man shaving stares into a propped-up mirror. In the foreground a writing slope rests on the deck, together with a discarded jacket and sextant, while behind a group of figures look on. A man in the foreground lies on the deck working on mathematical calculations with a slate, book and rule. Behind him a colleague sketches. Wearing a jacket, and with his back to the viewer, he is overlooked as he draws with paints. A paint box rests on the table with water and mixing pots. This may be a self-portrait of Earle since the open portfolio resting on the floor indicates the type of topographical sketches which he made on his overseas journeys, thus signifying the painting was completed after the artist's return to England. Two of the figures look at a sketch of a portrait by the artist. Another man in the group plays the flute. The buckets hanging up to the right have the king's monogram 'GR', presumably referring to George IV who reigned from 1820-30. Behind, sailors pore over calculations or sketch, and other seamen are depicted in a room beyond. In the far right a group of older marines drink; one has his head in his hand leaning over a bucket. In the centre to the right a cabin boy in a red smock grinds coffee and further right a boy sits on the floor holding a monkey on a lead. He has discarded his fiddle as he chats to a companion. Behind them a sailor and marine sergeant survey the scene. A sextant and telescope hang from a beam. The uniforms belong to sailors and marines but are worn in a variety of ways.

The closely observed painting perceives leisure time and its potential for disruption, implied by the overall surveillance of the marine officer in the back of the painting to the left. The picture sits at the interface between control and disorder implied by the monkey, the parrot who could unpredictably fly off its perch, and the men drinking.

The artist used his numerous watercolour sketches made on board HMS 'Hyperion', during a voyage to Rio de Janeiro in 1820, and his later transatlantic voyage as official artist in the 'Beagle' (with Darwin), though for health reasons he left that ship at Montevideo in October 1832 and returned to England by means as yet unclear. Some of the figures may be portraits observed on those voyages. The title of the painting is the one under which Earle exhibited it (with its pair, BHC1119) at the Royal Academy in 1837.