The transition from anatomically `archaic' to `modern' populations would seem to have occurred in most regions of Europe broadly between ca. 40 and 30 ka ago: much later than in most other areas of the world. The archaeological evidence supports the view that this transition was associated with the dispersal of new human populations into Europe, equipped with a new technology (`Aurignacian') and a range of radical behavioural and cultural innovations which collectively define the `Middle-Upper Palaeolithic transition'. In several regions of Europe there is archaeological evidence for a chronological overlap between these populations and the final Neanderthal populations and, apparently, for various forms of contact, interaction and, apparently, `acculturation' between these two populations. The fundamental behavioural adaptations implicit in the `Upper Palaeolithic Revolution' (possibly including language) are thought to have been responsible for this rapid dispersal of human populations over the ecologically demanding environments of last-glacial Europe.