Armed with Bofors and Lewis guns, the 54th saw action protecting the rear of the retreat of the BEF to Dunkirk, destroying the Bofors before rescue. 162 Battery became detached protecting airfields at Reims and escaped in June via Brest, St. Nazaire and La Rochelle. Between Dunkirk and D-Day they were deployed mostly in training and protecting airfields and other sites in England, including Manchester, as part of 44th AA Brigade. They participated in Operation Harlequin on the south coast. They were then transferred to 9th Armoured Division until its dispersal in 1944 and then to the 21st Army Group. They were deployed after D-Day, in August 1944, in support of the First Canadian Army, landing at Juno Beach. They provided support at Rouen and Pont-de-l'Arche and onward through northern France to Boulogne and subsequently Antwerp and Ostend in Belgium. In November they moved onward to Kloosterzande, Holland, remaining there until the end of the war. They continued into Germany as part of the BAOR, helping guard POWs at Munsterlager until November 1945, then on to Brunswick until early 1946 when the regiment was put into "suspended animation" and demobilised.