The impact of the English Reformation has caused huge debate amongst historians. Some argue it was fast, and welcomed by people disillusioned with the Catholic Church. Others stressed it was unwelcome, and the people were only slowly converted after substantial enforcement. For some historians, the Reformation was completed with Elizabeth's Settlement of Religion in 1559. and for others it lasted for many decades after. This thesis aims to provide some insight into how the Elizabethan Settlement was received at local level, and in particular, in Winchester and Southampton. Without looking for a particular form of religious dissidence, it insteads compares similar sources for both cities, looking for any signs of religious belief or disbelief. The survival of Catholicism, the existence of Protestant conformity, the growth of Protestant enthusiasm, and signs of irreligion are considered. A variety of sources have been consulted, including the records of town governors, probate records, visitation records, Consistory Court Records, Bishops' Registers, local courts, churchwardens' accounts, and records of government. By continually comparing the cities, and discussing the evidence for religious belief and practice, the thesis contributes to the debates on the English Reformation. The Settlement was welcomed in Southampton, and met little resistance. The clergy and the town government supported the new Church and the laity seemed enthusiastic about Protestantism. Perhaps encouraged by the Huguenots and Channel Islanders, the townsfolk became Protestant quickly and happily. The town government went further, becoming quite Puritannical and Sabbatarian in its approach to godly discipline in Southampton. In Winchester, by contrast, Protestantism was not welcome, and people resisted the changes throughout the reign. The conservatism and obstinacy of the cathedral and college caused the Bishop to despair. The churches showed reluctance to accept the new liturgy, and the city governors did not actively support the authorities in enforcing the Settlement. Aided by the seminary priests and many gentry, recusant Catholicism remained a significant concern. By the 1590s, however, the sources suggest that Winchester was conforming more readily, and more enthusiasm for Protestantism is detected.