USS Helena (CL-50) was the second ship of the St. Louis-Class of light cruisers. The St. Louis-Class was a development of the preceding Brooklyn-Class light cruisers, and in many aspects where identical in design aside from their improved secondary guns, new alternating boiler and engine room arrangement, and improved anti-aircraft battery. The Helena, her sister and near sisters where the most heavily armed light cruisers built for the United States navy based on broadside weight, with 15 6in/47cal gun mounted in five triple turrets, 3 forward and 2 aft, with the 3rd turret facing the superstructure. With such a large battery of main guns the Helena was capable of sending roughly 150 rounds per minute downrange to the target. Helena saw a lot of action during the early years of the war. She was present for the attack on Pearl Harbor in 1941, where she was mistakenly identified as the USS Pennsylvania and was torpedoed. The flooding was brought under control and the ship was repaired, in time to take part in Battle of Guadalcanal, where her newly fitted radar systems helped lead the USN to victory. Helena would meet her end at the Battle of Kula Gulf in 1943, where she would fire over 2,000 rounds of six inch ammunition during the battle. Having expelled all of her flashless powder during previous engagements, Helena was left firing smokeless powder instead which lit the ship up at night. This attracted unwanted attention and during night action the Japanese surface fleet torpedoed the ship twice, sending the Helena to the bottom. In honor of the Helena and her crew, a new Baltimore-Class cruiser was named in her honor.

This model represents the USS Helena at the time of her sinking in 1943. The Camouflage applied is Measure 32 Design 2C, worn by sister ship USS St. Louis.

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