USS Massachusetts, a 35,000 ton South Dakota class battleship built at Quincy, Massachusetts, was commissioned in May 1942. Following shakedown and training operations, she took part in the Invasion of North Africa, engaging French warships at and off Casablanca, Morocco, on 8 November 1942. Massachusetts transferred to the Pacific in early 1943. Following several months in the South Pacific, she participated in the invasions of the Gilberts and Marshalls in late 1943 and early 1944, raids on Japanese-held islands in February to May and the Hollandia invasion in April 1944.
Massachusetts was overhauled in mid-1944, then returned to the Pacific war zone to take part in raids on Okinawa and Formosa in October, the Battle of Leyte Gulf later in that month and attacks in the Philippines area during the rest of that year. Her operations with the fast carrier striking forces continued in 1945 with further attacks in support of the invasion of Luzon in January, Iwo Jima in February and Okinawa in March-June. During July and August 1945, Massachusetts twice bombarded the Japanese home islands with her sixteen-inch guns.
Following a late 1945 overhaul, Massachusetts was stationed along the U.S. Pacific coast until April 1946, when she returned to the Atlantic. The battleship decommissioned in March 1947 and remained in the Reserve Fleet until stricken from the Naval Vessel Register in June 1962. Three years later, USS Massachusetts began a second career as a memorial and museum ship at Fall River, Massachusetts, and remains in that role to the present day.