Proteus was laid down by the Moore Shipbuilding and Dry Dock Company, Oakland, California, 15 September 1941; launched 12 November 1942; sponsored by Mrs. Charles M. Cooke, Jr.; and commissioned 31 January 1944.

Assigned to occupation duty after the end of the war, Proteus rendezvoused with units of the 3rd Fleet and became the flagship of a 26-ship support group which steamed off the coast of Honshū until 26 August.

A trip to the Canal Zone preceded cold weather operations with SubRon 8 at NS Argentia, Newfoundland during November, after which she returned to New London.

On the 15th she entered Charleston Naval Shipyard for conversion to a tender for the Polaris Fleet Ballistic Missile submarines, including the addition of a 44-foot section amidships.

On 24 February Proteus arrived at Rota, Spain, to establish the second overseas replenishment site for Fleet Ballistic Missile submarines, returning to Holy Loch 12 April.

In 1971, after a brief R&R visit to Pearl Harbor, Proteus proceeded to Mare Island for an extensive overhaul, including a significant propulsion upgrade.

In 1974 personnel from the Ship Repair Facility at Naval Base Guam removed the remaining 5-inch gun turret and munitions as unnecessary for her primary mission – leaving only the four 20mm mounts as her main defensive weapons.

As part of that effort over 1,000 officers and men from Proteus worked with Seabee construction personnel to erect the refugee tent city at Orote Field on Naval Base Guam, leaving only a hand-picked skeleton crew of individuals aboard to see to her safety and security; as well as handle emergencies from the boats that were in.

In the fall of 1983, Proteus once again visited Subic Bay, RP, along with a November stop in Hong Kong prior to returning to Guam on 9 December 1983.

During 1987-1989 Proteus continued Fast Attack and SSBN support while homeported in Guam and deployed to Subic Naval Base, Philippines, Chinhae, S. Korea, and Japan.