USS Memphis, a 7050-ton Omaha class light cruiser, was built at Philadelphia, Pennsylvania. A few months after her February 1925 commissioning, she made a shakedown cruise to the Caribbean, then went to the Pacific to accompany the Battle Fleet on its voyage to New Zealand and Australia. Memphis returned to the Atlantic area later in the year, and in 1926-1927 served as flagship of U.S. Naval Forces in European waters. She transported pilot Charles A. Lindbergh back to the United States in June 1927, following his historic trans-Atlantic flight.

During the remainder of the 1920s and all of the 1930s, Memphis operated in the Atlantic and Caribbean regions, and in the Pacific. She was stationed off Nicaragua in 1932-1933, made a cruise to Australia in 1938 and served in Alaskan waters in 1939-1941. In April 1941, the cruiser was transferred to the South Atlantic, where she patrolled in defense of American neutrality and other interests as tensions steadily increased with Germany during the next eight months. Memphis' South Atlantic service continued after the United States entered World War II in December 1941. She supported airfield construction, guarded interned French forces in the West Indies, searched for German blockade runners and took part in several diplomatic missions.

Memphis was sent to the Mediterranean early in 1945 to serve as regional flagship during the last months of the war with Germany and the first part of the post-War era. This duty ended in November 1945 with her departure for home. Shortly after her arrival at Philadelphia, Pennsylvania, USS Memphis was decommissioned and stricken from the Navy list. She was sold for scrapping in January 1947.