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On 10 December 1941 Sealion took two direct hits in the Japanese air raid which demolished the navy yard. The first bomb struck the after end of her conning tower and exploded outside the hull, over the control room. The second smashed through a main ballast tank and the pressure hull to explode in the after engine room, killing the four men then working there. SEALION flooded immediately and settled down by the stern with 40% of her main deck underwater and a 15 degree list to starboard. The destruction of the navy yard made repairs impossible, and she was ordered destroyed. All salvageable equipment was taken off, depth charges were placed inside, and, on 25 December, the explosives were set off to prevent her from being made useful to the enemy.
Lost in the attack were:
ENS Sam Hunter (On USS Seadragon)
EM1 S.C. Foster
EM1 M. D. O'Connell
MM2 E.E. Ogilvie
EM1