The world-famous QE2 first entered Southampton Water - ahead of its final journey - in the early hours.
The vessel was delayed after running aground on a sandbank at the entrance to Southampton Water at about 0530 GMT.
The vessel finally docked in Southampton at about 0730 GMT (pic: Maritime and Coastguard Agency).
Crowds gathered on board to wave flags and cheer as QE2 docked in Southampton ahead of its final journey.
One million poppies were dropped over the QE2 at 1100 GMT during a flypast by a DeHavilland Beaver aircraft and an Auster.
An RAF Harrier jet hovered over the QE2 for about a minute at 1345 GMT, before dipping its nose in tribute.
The Duke of Edinburgh (2nd right) commented on the braid of an officer's sleeve during a visit to the ship's engine room.
Thousands of well-wishers lined Southampton Water to watch QE2 leave at 1915 GMT.
A spectacular fireworks display over Southampton Water marked QE2's departure.
The 40-year-old liner is being taken out of service and turned into a luxury floating hotel in Dubai.