This chapter explores the politics and policies of occupation by Fascist Italy during the Second World War. It illustrates the discrepancy between Fascism's ambitions and the reality of the occupation. The chapter also focuses on the Fascist authorities' grudging acceptance of the status of junior partner in the axis and their attempts to pursue independent policies in the 'conquered' territories, despite the interference of the Nazis. The most plausible reason for the lack of interest in Fascist Italy's wartime occupations is their undeniable military, political, social and economic failure. Mussolini believed that Fascism's new religion would fashion Italians into a race of conquerors. The considerable geographical extension of Italian wartime occupations meant that maintenance of law and order became a central feature of these occupations. Civilians supporting the partisans were inferior human beings. Bolshevik bandits, they represented a dangerous threat to Fascist civilization.