This tank was a development of the Matilda I Infantry Tank whose main armament consisted of no more than either a .303 or a .50 Vickers mg. Such was the thinking behind pre World War II tank development in many Countries (including Britain) that it was considered that the fitting of larger calibre weapons was not warranted.
The Matilda Mark II arose out of a need to provide a better armoured and armed vehicle, which could act in the role of an infantry support tank. For its time, the Matilda II was a heavily armoured vehicle and it was particularly successful in the early years of WW II at Arras, France 1940 and in the Western Desert during 1940-1941.
Unfortunately, its performance was hindered by its small calibre gun and relatively slow cross country performance. Despite its shortcomings, it was more than capable of being used aggressively. This was especially demonstrated in the Western Desert where it was virtually immune against anti-tank and tank guns of the day. In its early conflicts in the Western Desert, its value as a shock assault weapon was significant and it soon earned the title "Queen of the Battlefield". Unfortunately, it was soon outclassed by better enemy tanks and the German's 88m gun. However, it found a renewed operational life in the Pacific.
Although the design ideas were sound for their time, the Matilda could not be up-gunned as the turret ring was too small to accept a larger tank gun. However, it was found that a low velocity 3 in. howitzer could be fitted as a substitute for the tank gun. Such a weapon proved invaluable when operating against infantry, light skinned vehicles, bunkers and other fortifications.