Painted in the late 1740s, the composition is probably based on three drawings that appeared in Scott's studio sale in 1773, under lots 32 and 72, only one of which is now traced. Until the completion of Westminster Bridge in 1750 the medieval London Bridge was the only footway across the Thames in the capital. Too narrow for the traffic it had to bear and crowded by ancient crumbling houses that were exposed to the icy winds which funnelled up the river, it also posed an impassable obstacle for high masted ships travelling upstream. A Court of Enquiry was called by the Lord Mayor in 1746 to consider its future, and after ten years of discussion a decision was finally made to remove the houses and widen the road, whilst the two centre arches were replaced to a single wider span to improve navigation. The decision provoked strong reactions among the London public, who disliked change, and during the building work they showed their resentment by twice burning down the temporary wooden structure replacing the middle section. Scott captures the emotive nature of the subject in the noticeably sombre tonality of the painting, with menacing storm clouds massing above the bridge and the suggestion of coming twilight.  

The view is taken from St Olave's Stairs, in Southwark, on the Surrey Bank (south bank) of the Thames, looking north-west, with the Middlesex Bank of the river seen through the arches. Across the bridge from left to right are the great Stone Gateway, at the very southern end of the bridge, where the severed heads of traitors were displayed, impaled on pikes, up until the early eighteenth century; Nonesuch House, which dominates the southern half of the bridge; a ramshackle group of houses in the middle complete with roof gardens, known simply as 'The Middle'; the remains of the old Chapel of St Thomas on the Bridge, dedicated to the memory of Thomas à Becket; and The Piazza, an elegant row of colonnaded  shops at the north end of the bridge. Behind are the steeples of St Michael's Crooked Lane and St Magnus the Martyr, seen through the rigging of the ship on the right. In the eighteenth century the river, five hundred feet wider in places than it is today, was the main artery of London and the foreground is dominated with the hustle and bustle of shipping plying up and down stream, loading and unloading at the wharfs along the banks and ferrying Londoners about their daily business.

The painting is one of a number of versions of the composition that Scott painted. A signed and dated version, painted in 1747, was in the collection of the Marquess of Lansdowne. Another, undated, is in the collection of the Bank of England, and a version dated 1751 is in the collection of the Earl of Rosebery. This picture, which is more loosely handled and contains compositional elements that do not appear in the other known versions, such as the large flat bottomed boat ferrying timber in the lower right foreground, is believed to be the earliest example of the composition, and probably represents the artist's first attempt at laying out the scene. It is a pair to another view of the Thames by Scott, Westminster Bridge with neighbouring houses (Private Collection), which was exhibited at the Burlington Fine Arts Club, Early Drawings and Pictures of London, in 1919, no. 95.

In 1909 the painting was acquired by Edward Grenfell, later Lord St Just, a prominent British banker and politician who was senior partner in the distinguished investment bank Morgan, Grenfell & Co., in partnership with the American financier J.P. Morgan. He served as member of Parliament for the City of London from 1922 to 1935, when he was raised to the peerage as Baron St Just, of St Just in Penwith, Cornwall.