The American ``occupation'' of Britain during WW II--the phrase is George Orwell's--could have been a disaster but, in the event, was almost a triumph. As Reynolds (History/Cambridge Univ.; co-author of An Ocean Apart, not reviewed) points out, by D-Day there were 1,650,000 members of the US armed forces on an overcrowded island. The bulk of the 426,000 American airmen were in Norfolk and Suffolk; it was as if 130 air bases had been dropped down in the state of Vermont. GIs received three times the pay of British soldiers. Many of the British men were away, their wives and girlfriends alone, and the US troops rich and available--hence the contemporary clichÇ that the Yanks were ``oversexed, overpaid, overfed, and over here.'' Less familiar, writes Reynolds, was the GIs' riposte, that the British were ``undersexed, underpaid, underfed, and under Eisenhower.'' The Americans also brought with them their own unresolved social problems: Less than five percent of the black soldiers had voted in the previous five years, and for all the concern of Roosevelt and Eisenhower, the armed forces still practiced de facto racial segregation. British and American attitudes to prostitution and venereal disease were very different. The British viewed these not as matters of public health but of personal privacy, into which the state should not venture. To the Americans, a VD rate of 58 cases per 1,000 troops was unacceptable. Despite all these potential sources of serious friction, the British military historian Liddell Hart ``could not `think of any case in history' where relations between occupier and occupied had been so good.'' The credit goes partly to the British themselves, who made significant concessions, partly to the good humor of both peoples, and partly to the example of Eisenhower himself, who in this, as in other matters, appears in retrospect a gifted leader. Reynolds brings good judgment, humor, and a deep knowledge of the United States as well as Britain to bear in this perceptive account of a little noticed aspect of the ``special relationship.''