Ihis review examines the nature and chronology of the transition ofostracods from marine to non-marine aquatic environments in the Devonian and Carboniferous. There is putative evidence of ostracods in brackish waters from the middle Silurian, but more robust evidence from the Devonian. The first putative freshwater ostracods are species of the genera Carbonita and Geisina which are found in the early to middle Carboniferous Coal Measures. Freshwater ostracods are common in the middle Pennsylvanian CoalMeasures of late Carboniferous age, with species of genera such as Darwinula, Carbonita, Candona and Cypridopsis. The Lower Carboniferous Vis› succession from the Midland V:alley of Scotland provides a unique range of sedimentary environments from marine to non-marine, and a diverse range of ostracods and macrofauna. Ir is an ideal sequence to study the radiation of the Ostracoda from marine to non-marine realms. Non-marine species of Carbonita are found in the lower Vis› associated with spirorbids, Naiadites, ~~theria, plant and fish fragments. Marginal marine species include the genera GeMna, Paraparchites, Shemonael[a and Cave[lina, all ofwhich are eurytopic. The first non-marine environments occupied by ostracods were near the shoreline, and influenced by marine transgressions. The adaptations needed to survive in freshwater or low salinities would have included changes in osmoregulation, feeding, and reproductive strategies such as parthenogenesis, to enable opportunistic colonisation of temporary freshwater habitats such as seasonal pools.