On 30 August 1939 the passenger ship Dunnottar Castle of the Union-Castle Mail SS Co Ltd, London was requisitioned by the Admiralty and converted to an armed merchant cruiser. Conversion was completed on 22 October 1939.
Displacement: 15007 BRT
Armament: 7x 152mm, 2x 76mm
Speed: 17 knots
October 39 - April 40: South Atlantic Station
May 40 - November 41: Freetown Escort Force
December 41 - May 42: South Atlantic Station
On 27 July 1942 returned and used as troopship by the Ministry of War Transport (MoWT). In March 1948 returned to owner.