*Egypt.* The kingdom of Egypt, ruled by the dynasty of the Ptolemies, comprised the ancient kingdom of Egypt in the Nile valley, Cyrene, the coast of Syria, Cyprus, and a number of cities on the shores and islands of the Aegean Sea. In Egypt the Ptolemies ruled as foreigners over the subject native population. They maintained their authority by a small mercenary army recruited chiefly from Macedonians and Greeks, and by a strongly centralized administration, of which the offices were in Greek hands. As the ruler was the sole proprietor of the land of Egypt, the native Egyptians, the majority of whom were peasants who gained their livelihood by tilling the rich soil of the Nile valley, were for the most part tenants of the crown, and the restrictions and obligations to which they were subject rendered their status little better than that of serfs. A highly developed but oppressive system of taxation and government monopolies, largely an inheritance from previous dynasties, enabled the Ptolemies to wring from their subjects the revenues with which they maintained a brilliant court life at their capital, Alexandria, and financed their imperial policy. [Illustration: The Expansion of Rome in the Mediterranean World 265–44 B. C.] The aim of this policy was to secure Egyptian domination in the Aegean, among the states of Southern Greece, and in Phoenicia, whose value lay in the forests of the Lebanon mountains. To carry it into effect the Ptolemies were obliged to support a navy which would give them the command of the sea in the eastern Mediterranean. However, the occupation of their outlying possessions brought Egypt into perpetual conflict with Macedon and Syria, whose rulers made continued efforts to oust the Ptolemies from the Aegean and from the Syrian coast. *Syria.* Syria, the kingdom of the Seleucids, with its capital at Antioch on the Orontes, was by far the largest of the Hellenistic monarchies in extent and population, and in wealth it ranked next to Egypt. It stretched from the Aegean to the borders of India, and included the southern part of Asia Minor, Mesopotamia, Persia, and northern Syria. But the very size of this kingdom was a source of weakness, because of the distances which separated its various provinces and the heterogeneous racial elements which it embraced. The power of the dynasty was upheld, as in Egypt, by a mercenary army, and also by the Greek cities which had been founded in large numbers by Alexander the Great and his successors. However, these islands of Greek culture did not succeed to any great extent in Hellenizing the native populations which remained in a state of subjection, indifferent or hostile to their conquerors. Furthermore the strength of the Seleucid empire was sapped by repeated revolts in its eastern provinces and dissensions between the members of the dynasty itself.