Cephalopods, most commonly known as Octopus, Squid, and Cuttlefish are marine mollusks, with a soft body parts. Over 700 species of have been identified in their marine habitats. These animals are truly fascinating creatures that continue to stun researchers and society with the behaviors they have developed through evolution. They have some of the largest and most complex brains in the invertebrate world and are highly intelligent creatures that have developed strategic escape behaviors through natural selection to deceive their predators (Hanlon, 2007). Cephalopods belong to the diverse Phylum, Mollusca. In reference to taxonomy, Phylum Mollusca is made up of six different classes of invertebrate animals; Monoplacophora, Polyplacophora, Scaphapoda, Bivalvia, Gastropoda, and Cephalopoda. It is strange to think that a cephalopod is indeed classified with its shelled relatives. The taxonomy for a cephalopod belonging to Phylum Mollusca may confuse some people. When the term Mollusk is used one tends to think of the small invertebrate animal with the covering protective outer layer of one or two shell(s). Class Monoplacophora, Polyplacophora, Scaphapoda, Bivalvia, Gastropoda, are animals which all possess shells as their protective mechanisms against predators. Each animal in the Phylum Mollusca possess a specific device for protection; bivalves use their adductor muscles to keep their shells closed while snails and marine sea slugs in the Class Gastropoda have an operculum wich serves as their means to protect their heads during a predatory attack. The fossil record shows that Cephalopods today developed from their shelled ancestors Nautiloids and Ammonoids, they have evolved into animals that have the ability to thrive and live with out the protection of a shell. However, due to the absence of a shell, cephalopods became an ideal prey for other marine predators (Norman, 2000). A shell is a practical form of defense, so why has this animal evolved with the loss of a shell as a protection? Which leads to the question; without a shell, how might a cephalopod protect itself from predators? What type of defense mechanisms do cephalopods possess to protect themselves? Cephalopods have developed a distinct lifestyle, adaptations to locomotion, and have acquired a variety of different defense mechanisms against predators through their impressive quick learning ability in comparison to their shelled relatives. Through evolution Cephalopods acquired the ability of camouflage, bioluminescence, inking, and their intricate body design and abilities, becoming their primary forms of defense. Camouflage Cephalopods have become masters of camouflage. There ability to change color very quickly is the most developed of creatures, in comparison to any other organism in the animal kingdom. Cephalopods have even been referred to as the chameleons of the sea. However, the way they change colors is very different from a chameleon. They can camouflage to their marine surroundings through the synchronization and combination of the different layers of cells in their skin called chromatophores, iridophores, leucophores, and photophores. Chromatophores are small color producing cells, they are the small dots that cover their entire body that are small elastic pigment-filled sac and outer most layer of the three type of cells located directly underneath the skin. The pigments displayed from chromatophores are red erythrophores, yellow xanthophores, and black/brown melanophores (Gomanthi et al. 2011). The reason why cephalopods can change color so quickly is because their chromatophore system is neuromuscularly controlled. Each chromatophore is regulated by specific set of radial muscles directly attatched to the animals central nervous system, creating an incredible display of different patterns and colors (Marshall and Messenger, 1996). The way chromatophores work is when the animal contracts a muscle the saccule expands allowing the pigment to cover a larger surface of the animal. When the muscle relaxes so does saccule, hiding the pigment that is displayed (Messenger et al., 1997). The animal can increase the size of one chromatophore while decreasing the one that is located directly next to it. This is how male cuddle fish can manipulate patterns and it seems as if the striped or other pattern are moving across their body. Iridiphores are the layer of cells that lies directly underneath the chromatophore system of cells. Iridiphores have reflective properties that are responsible for the metallic silver, greens, blues and gold seen in some species of cephalopods. Squid usually only have iridiphores. It has been observed in live squid that the light reflectance from these cells is changed by the release of acetylcholine, suggest