HMS Surprise is a modern tall ship, built at Lunenburg, Nova Scotia, Canada as Rose in 1970 to a Phil Bolger design based on the original 18th-century British Admiralty drawings. She is based on HMS Rose, a 20 gun sixth-rate frigate built in 1757.
Rose was built at the Smith and Rhuland shipyard in Lunenburg, a yard which had established a reputation for large and successful replicas such as HMS Bounty in 1960 and Bluenose II in 1963.
The ship was inspected and certified by the United States Coast Guard. She spent the first ten years of her life in Newport, Rhode Island sailing in Newport Harbor and as a dockside attraction. In 1985, already in serious disrepair, she was purchased by Kaye Williams and brought to Bridgeport, Connecticut, and operated as a sail training vessel in the 1980s and 1990s, run by the HMS Rose Foundation based in Bridgeport, Connecticut, United States. Although she is known by the national prefix HMS, meaning Her (or His) Majesty's Ship, she is not technically entitled to it as she does not hold a royal warrant.
She was sold to the 20th Century Fox film studio in 2001 to be used in the making of the film Master and Commander: The Far Side of the World, in which she portrayed the Royal Navy frigate Surprise with a story based on several of the books by Patrick O'Brian. After the film was complete, the ship was leased and then purchased by the Maritime Museum of San Diego which has restored her to sailing condition as of September 2007. The ship has officially been re-registered as HMS Surprise in honor of her role in the film. She sails several times a year, often with the museum's other tall ships, the schooner Californian and the 1863 barque Star of India.