Laid down as HMS "Phaeton", the ship was acquired by the RAN, launched as HMAS "Sydney" and was commissioned in 1935. Also involved in the Mediterranean campaign. "Sydney" sank the Italian cruiser "Bartolomeo Colleoni" at the Battle of Cape Spada in 1940. Later that year, "Sydney" took part in the Battle of Cape Matapan and Battle of Calabria, sinking two Italian destroyers, the and . In 1941, off Western Australia, "Sydney" encountered the German auxiliary cruiser "Kormoran"; the two ships destroyed each other and "Sydney" was lost with all hands; the wrecks of both ships were located in 2008.