Noshiro (能代) was an Agano-class cruiser which served with the Imperial Japanese Navy (IJN) during World War II.

Funding was authorized in the 4th Naval Armaments Supplement Programme of 1939, although construction was delayed due to lack of capacity in Japanese shipyards.

[3] The design for the Agano class was based on technologies developed by the experimental cruiser Yūbari, resulting in a graceful and uncluttered deck line and single smokestack.

[3] Secondary armament included four 76 mm Type 98 DP guns designed specifically for the class, in two twin turrets amidships.

On 15 August 1943, she was reassigned to Vice Admiral Takeo Kurita's Second Fleet as the flagship of DesRon 2, replacing the cruiser Jintsū, which had been sunk a month earlier at the Battle of Kolombangara[5] On 18 September 1943, in reaction to air raids on Tarawa launched by United States Navy aircraft carriers USS Lexington, Princeton and Belleau Wood, the Combined Fleet sortied to Eniwetok with a massive force but failed to make contact and returned to Truk in the Caroline Islands.

[5] From 12 November 1943, Noshiro assisted its sister ship, Agano, after the latter was torpedoed by the submarine USS Scamp, and attempted to tow it back to Truk.

[5] On 19 January 1944, Noshiro was dispatched from Truk to assist the aircraft carrier Un'yō after it had been torpedoed by the submarine USS Haddock by towing it back to Saipan.

On 8 July 1944, Noshiro departed Kure with the destroyers carrying army troops and material to Singapore, and remained in the vicinity for the following three months conducting training.

Although the battleships Yamato, Nagato, Haruna, and the cruisers Myōkō and Tone were damaged, Noshiro escaped unharmed.

[5] On 26 October 1944, west of Panay, Kurita's force was attacked by 80 Grumman TBM-1C Avenger torpedo bombers from the aircraft carriers USS Wasp and Cowpens.

[5] While emergency repairs were carried out and Noshiro dead in the water, the destroyer Hamanami came alongside and removed Rear Admiral Hayakawa, who later transferred to Yamato.

At 1014, a fourth attack of 28 TBMs and Curtiss SB2C-3 Helldiver dive bombers from USS Hornet struck with another torpedo to starboard beneath Noshiro's No.

Five minutes later, with the forward deck awash and the list steadily increasing, Kajiwara gave the order to abandon ship.