USS Boone County (LST-389) was an LST-1-class tank landing ship built for the United States Navy during World War II.

After shakedown training in the Chesapeake Bay, during which she also served as training ship for crews to be assigned to other tank landing ships, LST-389 departed Norfolk, Virginia on 19 February 1943, bound for Bayonne, New Jersey where she took on board one tank landing craft (LCT), United States Army troops, and a cargo of medical supplies.

Soon shifting to the Arzew Naval Base, Algeria the ship became the flagship for Captain Frank Adams, Commander, LST Group 5, Flotilla 2.

At 2200 that evening, she witnessed numerous flares, bomb bursts, and artillery fire over the beach, two or three miles (5 km) away, indicating that fierce fighting was still in progress on shore.

On the night of 8 September, on her way to the landing beaches, LST-389 observed two twin-engine German bombers attack accompanying minesweepers, narrowly missing them.

On 9 September, Vice Admiral H. Kent Hewitt's Western Naval Task Force began landing Lieutenant General Mark W. Clark's Allied 5th Army on the shores of the Gulf of Salerno.

As the ship moved shoreward, shells exploded in the water and on the beach from enemy guns, which earlier that morning had driven off six tank-laden LCT's.

Heavy German artillery and machine gun fire continued to pound and sweep "Blue" beach so severely that it was dubbed one of the two invasion points "most difficult for the invaders to negotiate."

Stuck fast to "Blue" beach, the gallant tank landing ship then proceeded to carry out her original orders.

Fire sweeping the exposed bridge prompted its abandonment, but two volunteers remained to maintain uninterrupted telephone contact with all stations on board.

Clearing Oran on 12 November LST-389 sailed for England in MKS-30, a convoy which endured a glider-bomb attack, launched by German Dornier bombers, without suffering any losses.

Finally ending up in the Welsh port of Milford Haven, LST-389 stayed there for the rest of January and all of February before shifting to Swansea, Wales for more training.

The tank landing ship unloaded her embarked vehicles that afternoon, 8 June, and survived another nocturnal bombing attack at 0034 on the 9th before getting underway for Southampton later that morning.

After the port's capture by the Allies in July, she added Cherbourg to her itinerary and, railroad tracks having been installed in her tank deck, began carrying rolling stock in early September.

Following major repairs in drydock, the ship received an overhaul alongside Atlas before resuming active service in mid-January 1945.

While returning from Le Havre to Portland, Dorset, early on the fog-shrouded morning of 5 February, LST-389 was rammed by the civilian merchantman SS Chapel Hill Victory.

The collision ripped a hole 18 feet (5.5 m) wide in the tank landing ship from main deck to bottom and killed one member of her crew.

LST-389 next made one trip carrying vehicles to Cherbourg and two more to Le Havre before she had LCT skids installed on her main deck at Falmouth.

On that day, she was in the Paphos area on a scheduled mission, carrying replacement personnel to the permanent Greek military force based in Cyprus (ELDYK).