The Barracuda was developed as a replacement for the Fairey Albacore biplanes. Development was protracted due to the original powerplant intended for the type, the Rolls-Royce Exe, being cancelled; it was replaced by the less powerful Rolls-Royce Merlin engine. On 7 December 1940 the first Fairey prototype conducted its maiden flight; early testing revealed it to be somewhat underpowered. However, the definitive Barracuda Mk II had a more powerful model of the Merlin engine, while later versions were powered by the larger and even more powerful Rolls-Royce Griffon engine. The type was ordered in bulk to equip the FAA; in addition to Fairey's own production line, Barracudas were also built by Blackburn Aircraft, Boulton Paul, and Westland Aircraft.