As Germany annexed Austria and moved against Czechoslovakia, Italy saw itself becoming a second-rate member of the Axis. After Hitler invaded Czechoslovakia without notifying Mussolini in advance, the Italian dictator decided in early 1939 to proceed with his own annexation of Albania. Italy's King Victor Emmanuel III criticized the plan to take Albania as an unnecessary risk.

Rome, however, delivered Tiranë an ultimatum on March 25, 1939, demanding that it accede to Italy's occupation of Albania. Zog refused to accept money in exchange for countenancing a full Italian takeover and colonization of Albania, and on April 7, 1939, Mussolini's troops invaded Albania. Despite some stubborn resistance, especially at Durrës, the Italians made short shrift of the Albanians. Unwilling to become an Italian puppet, King Zog, his wife, Queen Geraldine Apponyi, and their infant son Skander fled to Greece and eventually to London. On April 12, the Albanian parliament voted to unite the country with Italy. Victor Emmanuel III took the Albanian crown, and the Italians set up a fascist government under Shefqet Verlaci and soon absorbed Albania's military and diplomatic service into Italy's.

After the German army defeated Poland, Denmark, and France, a still-jealous Mussolini decided to use Albania as a springboard to invade Greece. The Italians launched their attack on October 28, 1940, and at a meeting of the two fascist dictators in Florence, Mussolini stunned Hitler with his announcement of the Italian invasion. Mussolini counted on a quick victory, but Greek resistance fighters halted the Italian army in its tracks and soon advanced into Albania. The Greeks took Korçë and Gjirokastër and threatened to drive the Italians from the port city of Vlorë. The chauvinism of the Greek troops fighting in Albania cooled the Albanians' enthusiasm for fighting the Italians and the Greeks, and Mussolini's forces soon established a stable front in central Albania. In April 1941, Germany and its allies crushed both Greece and Yugoslavia, and a month later the Axis gave Albania control of Kosovo. Thus Albanian nationalists ironically witnessed the realization of their dreams of uniting most of the Albanian-populated lands during the Axis occupation of their country.

Data as of April 1992