In October 1941, RAF Butterworth was officially opened as part of Britain's World War II plans for defending the Malayan Peninsula against the threat of invasion by the Imperial Japanese forces.

[4] From 1948 to 1963 RAF, RAAF and Royal New Zealand Air Force (RNZAF) units were stationed at the airfield as part of the Commonwealth Strategic Reserve.

The base was home to numerous Australian fighter and bomber squadrons stationed in Malaya during the Cold War era.

Flying Canberra bombers, the squadron flew missions immediately after arriving including formation bombing runs against Communist guerrilla targets, and remained at Butterworth until 1967 when it moved to Phan Rang Air Base in Vietnam.

33 Squadron RAF was stationed at Butterworth to provide ground to air defence with Bloodhound missiles.

52 Squadron RAF provided air supply support to ground troops and police working in the Malaysian Peninsular jungle areas with their Valetta C2 twin engine aircraft along with RAF Single and Twin Pioneer aircraft.

[4] As of October 2008, the Australian Defence Force continues to maintain a presence at Butterworth as part of Australia's commitment to the FPDA, with No.

A convenience store, barber and hairdresser, gift shop, library, post office and a travel bureau also provided services to the club's members.

[11] Increasing numbers of RAAF officers and airmen serving at Butterworth during the 1950s required the provision of schooling for their dependants.

On 30 March 1962 the RAAF School on Jalan Azyzeat Hillside Penang was completed and officially opened on 9 May 1962.

[11] Since the early 1970s a rifle company has been stationed at Butterworth, drawn from units of the Australian Army on a rotational basis.

While the unit's initial focus was protection of the airfield and base facilities and personnel, in recent years its emphasis has shifted to training and bilateral exercises in Malaysia, Singapore and Thailand.

As the RMAF was in its infancy and not in a position to fully take over an air defence role, two RAAF fighter squadrons were based at Butterworth until 1988.

[6][12] Although the base is under Malaysian control, under the terms of the FPDA command authority resides with the Commander Integrated Area Defence System (CIADS), an Australian air vice-marshal, and the RAAF remains as a co-tenant, the only foreign power with a permanent presence on the base.

[6] In 2018 the Australia government announced a AUS$22 million upgrade of the base, to ensure Butterworth "remains fit for purpose well into the future."

The Defence Industry Minister, Christopher Pyne, stated improvements were needed for the base to support the RAAF's new Lockheed Martin F-35 Lightning II during regional exercises.