The USS Forrestal Museum, Inc. evolved from the USS Forrestal Task Force that was established by a vote of the USS Forrestal Association's 1995 general membership in Virginia Beach, Virginia.  During the business meeting of former FORRESTAL crew members, the Association's president ask for a volunteer to chair a small group to explore for and locate a suitable and honorable site to berth the retired USS FORRESTAL CVA-59.

USS FORRESTAL CVA-59, the World's First Super Aircraft Carrier was named after the nation's first Secretary of Defense, James Vincent Forrestal.  FORRESTAL was the first post World War II aircraft carrier designed and built with an angle flight deck as a platform to handle the high performance jets and medium bombers in use today.  Commissioned October 1, 1955, FORRESTAL served thirty-eight years defending our freedom and maintaining world peace.  During the height of the Cold War, she displayed our nation's might as she sailed the seas.  Her first tour of combat duty came in 1967 during the Vietnam War where she suffered a deadly conflagration that took the lives of one hundred thirty-four crewmembers and severely injured sixty-four others.  After she was repaired she served twenty-six more years.  In 1993 while undergoing a $500 million refurbishment to extend her service life, FORRESTAL was decommissioned on September 11th and stricken from the Naval Vessel Registry on September 30th.

FORRESTAL, once the Pride of the US Navy is retired in Newport, Rhode, Island awaiting donation as a floating naval heritage museum.  FORRESTAL is a once-in-a-lifetime opportunity for the State of Maryland and the City of Baltimore.  She will enhance the area's maritime heritage as a tourist attraction and as a center for various education and entertainment pursuits.

January 21, 1999, a select group of the USS Forrestal Museum's Board of Directors made a presentation to the Naval Sea Systems Command Ship Donation Program Office.  They outlined their plan to open and display FORRESTAL to the public as a Naval Heritage Museum and Memorial to the men and women who served our country in naval aviation.  The presentation was warmly received.

November 24, 1999, the Board of Directors submitted their formal application to the Secretary of the Navy to obtain FORRESTAL.  The application was enthusiastically received.