The complete naval task force—commanded by now-Rear Admiral Lyster, who had originated the plan of attack on Taranto—consisted of "Illustrious", the heavy cruisers and , the light cruisers and , and the destroyers , , and . The 24 attack Swordfish came from 813, 815, 819, and 824 Naval Air Squadrons. The small number of attacking warplanes raised concern that "Judgment" would only alert and enrage the Italian Navy without achieving any significant results. "Illustrious" also had Fairey Fulmar fighters of 806 Naval Air Squadron aboard to provide air cover for the task force, with radar and fighter control systems.