In this chapter the reader is introduced to the background to Roman Egypt, starting with Egypt’s experience of foreign rule under the Kushites, Assyrians, Persians, and Greeks. The impact of the three centuries of rule by the dynasty of the Ptolemies, who took over after the death of Alexander the Great, is explored; many traditional Egyptian institutions remained in place, most importantly the great temples. Many Persian administrative innovations were also kept, but the Greeks brought in their own financial practices. Substantial immigration from the Greek world and the Levant changed the population, and Greek largely displaced Egyptian as a language of power, even though Egyptian society was substantially multilingual. Periodic revolts show that foreign rule was not universally accepted, but many Egyptians became part of the Ptolemaic administration and served its economic goals, which depended heavily on exporting wheat. Romans began to settle in Alexandria in the last decades before the Roman conquest.