In this talk I explore the events leading up to the invasion of the Channel Islands in 1940 fllowing the fall of France, and discuss the soul-searching around the evacuation of part of the populations. Then I describe the arrival of the German forces, their reception and their every-day life in the islands. I examine the changing relations between occupying forces and island authorities. I examine the massive construction programme of fortifications whereby the islands were incorporated into Hitler's 'Atlantic Wall'. I look at the British commando raids and the life and privations of the civilian populatin as the War progressed and food became increasingly scarce for both islanders and occupying forces.