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This thesis intends to prove that Stephen V. Ash’s model of occupation from his work, When the Yankees Came: Conflict and Chaos in the Occupied South, is applicable to St. Augustine’s occupation experience in the Civil War. Three overarching themes in Ash’s work are consistent with Civil War St. Augustine. First, that Union policy of conciliation towards southern civilians was abandoned after the first few months of occupation due to both nonviolent and violent resistance from those civilians. Second, that Ash’s “zones of occupation” of the occupied South, being garrisoned towns, no-man’s-land, and the Confederate frontier apply to St. Augustine and the surrounding countryside. Finally, Ash’s assertions that the southern community was changed by the war and Union occupation, is reflected in the massive demographic shifts that rocked St. Augustine from 1862 to 1865. This thesis will show that all three of Ash’s themes apply to St. Augustine’s Civil War occupation experience and confirms the author’s generalizations about life in the occupied South.