The Japanese Occupation is generally remembered as primarily an American affair and as a dichotomous relationship between Japan and the United States. However, it was an Allied Occupation, and, despite the persistence of selective historical memories, there was a distinct and at times contentious Allied presence, contribution, and experience. The Occupation provided a terrain on which the victor nations, believing their social, economic and political values vindicated by victory, competed to reshape the character of Japan's modernity. One Ally that participated in this process, and often acted as a dissenting voice, was Australia. Examining the involvement of additional participants in the Occupation does not challenge the notion of US dominance, but does demonstrate that others periodically played significant roles in both administering the Occupation and in challenging US policies.