The USS Topeka was built as a Cleveland light-class cruiser. She would later be converted into a Providence-class cruiser. The USS Topeka was commissioned on December 23rd, 1944. In 1957 she began he conversion into a guided missile cruiser. It would take three years before she was ready to enter service again. She would go on to join the 7th fleet and serve as the flagship for Commander Cruiser-Destroyer Group. The Topeka would see action again in the Vietnam War. In the late 60's she was transferred to the 6th Fleet. She went to being decommissioned on June 5th, 1969.