This was a first line Territorial Army Division and made up of Territorials from Manchester and East Lancashire towns. The Division was part of the BEF in 1940, taking part in the advance into Belgium and the retreat to Dunkirk.
The Division began relieving the 55th Division as the front line Division in Suffolk in October 1940. It was replaced by the 15th Division in February 1941.
In 1941 it was converted into an Armoured Division. It did not serve overseas and was disbanded in 1943. The Divisional Engineeres did remain as a formation, designated 42nd Assualt Regiment (later the 42nd Armoured Engineer Regiment) and formed part of the 79th Armoured Division.
Reference: Heraldry in War Formation Badges 1939-1945, Lt-Col H.N Cole, O.B.E, Gale & Polden, 1946