King George V-Class Battleship ordered from Cammell Laird at Birkenhead under the 1937 Build Programme on 29th July 1936. She was laid down on 1st January 1937 and launched on 3rd May 1939 as the 12th RN ship to carry this name. Completed on 31st March 1941 and had been delayed by damage to the build shipyard during air raids on Merseyside.
She was heavily involved in the first contact with the German battleship Bismarck and the cruiser Prinz Eugen, and landed a critical hit on Bismarck, causing her to make the ill fated decision to return to port. Prince of Wales suffered heavy damage during the engagement and had to return to Rosyth to be repaired. She transported Prime Minister Winston Churchill to the Newfoundland Conference with US President Franklin D. Roosevelt.
On 25 October 1941 Prince of Wales departed for Singapore to join Force Z, a British naval detachment. She docked there on 2 December with the rest of the force, and on 2:11 on 10 December Force Z was dispatched to investigate reports of Japanese landing forces at Kuantan. On arriving there they found the reports to be false. At 11:00 that morning Japanese bombers and torpedo aircraft began their assault on Force Z. In a second attack at 11:30 torpedoes struck Prince of Wales on the port side, wrecking the outer propeller shaft and causing the ship to take on a heavy list. A third torpedo attack developed against Repulse but she managed to avoid all torpedoes aimed at her. A fourth attack by torpedo-carrying Type 1 "Bettys" sank Repulse at 12:33. Six aircraft from this wave attacked Prince of Wales, with four of their torpedoes hitting the ship, causing flooding. Finally a 500 kg bomb hit the catapult deck, penetrated through to the main deck and exploded, tearing a gash in the port side of the hull. At 13:15 the order was given to abandon ship and at 13:20 Prince of Wales sank; Vice-Admiral Tom Phillips and Captain John Leach were among the 327 fatalities.