The second ship to be named Rhea by the Navy was laid down as YMS-299 by William F. Stone & Sons Co., Oakland, California, 5 June 1942; launched 14 November 1942; and commissioned 7 April 1943, Lt. E. H. Gentry in command. Charles Paul served aboard in the US Navy. The crew had a pet monkey and a pet cat, the monkey would grab the cat's tail. Also the Pensacola towed the YMS-299 once at a speed that was too fast and the YMS-299 crew thought that it would be the end of them, but all went well! The YMS-299 was last minesweeper owned by a fisherman.