The second USS Tennessee (ACR-10), also referred to as "Armored Cruiser No. 10", and later renamed Memphis, was a United States Navy armored cruiser, the lead ship of her class. She was laid down by the Cramp Shipbuilding Company of Philadelphia on 20 June 1903, launched on 3 December 1904, sponsored by Ms. (daughter of Governor James B. Frazier of Tennessee and later the foundress of the ), and commissioned at the Philadelphia Navy Yard on 17 July 1906, Captain in command.