A new heavy Cruiser (CA-30), was launched from Newport News, Virginia, on September 7, 1929. That she was christened, USS HOUSTON, came about largely through the efforts of William A. Burnrieder, an assistant to the Mayor of Houston, as well as many other citizens of Houston, including many hundreds of school children, who all wrote letters petitioning the Secretary of the Navy to name the ship for their City. From 1934 to 1939 she was frequently used by President Franklin D. Roosevelt to take vacation cruises. During the four vacations taken aboard the USS Houston, more than 35,000 miles were traveled.

In 1940, she was in the Philippine Islands, serving as the "Flagship" of the Asiatic Fleet. On November 27, 1941, Admiral Hart, CIC of the Asiatic Fleet, had received a warning from the U. S. Navy Department that an attack on the fleet, by the Japanese, could be expected at any time. Admiral Hart immediately ordered the USS Houston to stop repairs that were underway and move from the Cavite Navy Yard (across the bay from Manila) to the Port of Ilo Ilo, on the Island of Panay, where she arrived on the 4th of December, four full days prior to the first air attacks on the City of Manila and the complete destruction of the Cavite Naval Installation.

At Ilo Ilo, the USS Houston fueled, victualed and made ready for action which was felt to be imminent by those in Command. The ship left Ilo Ilo at 6:30 PM on Pearl Harbor day, just before a Japanese bomber attack on that Port. That same evening, the USS Houston was joined by the light cruiser, USS Boise, and on the following day by destroyers USS Stewart and USS Edwards, the seaplane tender, USS Langley and the fleet oilers, USS Pecos and USS Trinity. The convoy, thus formed, turned south and steamed toward Borneo.

The convoy arrived at Balikpapan on the 15th of December. The next day, the USS Houston was ordered to leave the convoy and proceed directly to Soerabaja, Java to prepare for convoy escort duty. The next month was spent doing convoy escort duty between the Netherlands East Indies and Australia. The ship had also become part of an allied fleet operating out of Java.

On the 4th of February 1942, while searching for a Japanese force, consisting of three cruisers and 20 transports, they were attacked by 54 Japanese bombers. A direct hit knocked out the 8 inch gun turret, blew a 12 foot diameter hole in the main deck, killed 48 men and wounded 20 others.

Although the vessel had lost one-third of it's major firepower, it participated next in the "Battle of the Java Sea", where 12 Allied ships were lost. These were, Dutch: light cruisers, Java & De Ruyter, destroyers Kortenaer and Witte de With; British, heavy cruiser HMS Exeter, (of Graf Spre fame) destroyers, HMS Jupiter, HMS Encounter and HMS Electra, American destroyers USS John C. Ford, USS Alden, USS Paul Jones and USS John D. Edwards. The only vessels to survive the "Battle of the Java Sea" were the Australian cruiser HMAS Perth and the USS Houston.

On the night following the Java Sea Battle, these two ships attempted to sail to the south end of Java via the Sunda Strait, which Dutch Intelligence Officers reported to be free of enemy ships. The intelligence report was wrong!

A Japanese fleet, consisting of an aircraft carrier, five cruisers, 11 destroyers and several PT boats was in the Strait, covering the landing of Jap troops from 40 transports. When the HMAS Perth and the USS Houston reached the strait late that night (February 28, 1942) they found themselves surrounded by enemy ships. After putting up a tremendous battle, first the HMAS Perth and then the USS Houston were sent to the bottom.

Only 368 of the total complement of 1011 men of the USS Houston managed to reach shore. The remaining 643 shipmates, including their skipper, Captain Rooks, went down with the ship. Within a few days, all the survivors became prisoners of the Japanese.