Prince William is a sound on the coast of Alaska. Seattle-Tacoma laid her down on 18 May 1942 as Maritime Commission hull 242 and AVG-31. She became ACV-31 on 20 August, was launched on 23 August, and Mrs. Paul Foley sponsored her. Captain Herbert E. Regan commissioned her on 9 April 1943.
After a short shakedown she joined the Pacific Fleet's air arm as a ferry for planes and men. From 15 July 1943 she was CVE-31. She ran between the west coast and New Caledonia, Canton, Samoa, and Espiritu Santo until the spring of 1944, then qualified pilots at San Diego and completed a ferry to Townsville, Australia, on 7 May. On her return she was sent to the Atlantic Fleet.
She unloaded at Port Everglades on 21 June and went on to Norfolk, where LORAN was installed. Through July and into August she qualified pilots in the Chesapeake, and on 24 August she sailed for Casablanca with planes and men, coming back to Norfolk on 26 September with worn engines and parts. From mid-October until 26 January 1945 she qualified pilots in Narragansett Bay, then shifted to Key West, and returned to Norfolk in May.
On 2 June 1945 she sailed for the Panama Canal and on 8 June rejoined the Pacific Fleet. For the rest of the war she ferried planes and men between the west coast and Hawaii. After the capitulation she spent seven months bringing military personnel and equipment home, and finished the last of those runs at San Diego on 21 March 1946. Ordered to the Atlantic Reserve Fleet, she left on 8 April, reached Norfolk on 23 April, and decommissioned at Philadelphia on 29 August 1946. On 12 June 1955 she was redesignated CVHE-31. She was struck on 1 March 1959.