The Thirty-first Dynasty of ancient Egypt (notated Dynasty XXXI, alternatively 31st Dynasty or Dynasty 31), also known as the Second Egyptian Satrapy, was effectively a satrapy of the Achaemenid Persian Empire between 343 BC and 332 BC. It was founded by Artaxerxes III, the King of Persia, after his reconquest of Egypt and subsequent crowning as Pharaoh of Egypt. It was disestablished upon Alexander the Great’s conquest of Egypt.
The period of the 31st Dynasty was the second occasion in which Persian pharaohs ruled Egypt, hence the term “Second Egyptian Satrapy”. Before the 31st Dynasty was founded, Egypt had enjoyed a brief period of independence, during which three indigenous dynasties reigned (the 28th, 29th, and 30th dynasties). The period before this is called the “First Egyptian Satrapy” or the 27th Dynasty (525–404 BC).
History of the Thirty-first Dynasty of Ancient Egypt
First Egyptian Campaign
In around 351 BC, Artaxerxes embarked on a campaign to recover Egypt, which had revolted under his father, Artaxerxes II. At the same time, a rebellion had broken out in Asia Minor, which, supported by Thebes, threatened to become serious. Levying a vast army, Artaxerxes marched into Egypt and engaged Nectanebo II. After a year of fighting the Egyptian Pharaoh, Nectanebo inflicted a crushing defeat on the Persians with the support of mercenaries led by the Greek generals Diophantus and Lamius. Artaxerxes was compelled to retreat and postpone his plans to reconquer Egypt.
Second Egyptian Campaign
In 343 BC, Artaxerxes, in addition to his 330,000 Persians, had now a force of 14,000 Greeks furnished by the Greek cities of Asia Minor: 4,000 under Mentor, consisting of the troops which he had brought to the aid of Tennes from Egypt; 3,000 sent by Argos; and 1000 from Thebes. He divided these troops into three bodies and placed a Persian and a Greek at each head. The Greek commanders were Lacrates of Thebes, Mentor of Rhodes and Nicostratus of Argos, while Rhossaces, Aristazanes, and Bagoas, the chief of the eunuchs, led the Persians. Nectanebo II resisted with an army of 100,000, of whom 20,000 were Greek mercenaries. Nectanebo II occupied the Nile and its various branches with his large navy.
The character of the country, intersected by numerous canals and full of strongly fortified towns, was in his favour. Nectanebo II might have been expected to offer a prolonged, if not successful, resistance. But he lacked good generals and was over-confident in his powers of command; he found himself out-manoeuvered by the Greek mercenary generals. The combined Persian armies near Pelusium defeated his forces.
After his defeat, Nectanebo hastily fled to Memphis, leaving the fortified towns to be defended by their garrisons. These garrisons consisted of partly Greek and partly Egyptian troops, between whom the Persian leaders easily sowed jealousies and suspicions. As a result, the Persians could rapidly defeat numerous towns across Lower Egypt and were advancing upon Memphis when Nectanebo decided to quit the country and flee southwards to Ethiopia. The Persian army then wholly routed the Egyptians and occupied the Lower Delta of the Nile. Following Nectanebo’s flight to Ethiopia, all of Egypt submitted to Artaxerxes. The Jews in Egypt were sent either to Babylon or the south coast of the Caspian Sea, the exact location where the Jews of Phoenicia had earlier been sent.
After this victory over the Egyptians, Artaxerxes destroyed the city walls, started a reign of terror, and set about looting all the temples. Persia gained a significant amount of wealth from this looting. Artaxerxes also imposed high taxes and attempted to weaken Egypt enough that it could never revolt against Persia again. During the ten years that Persia controlled Egypt, believers in the native religion were persecuted, and sacred books were stolen. Artaxerxes could greatly reward his mercenaries with the wealth gained from his reconquest of Egypt. Before he returned to Persia, he appointed Pherendares as satrap of Egypt. He then returned to his capital, having completed his invasion and occupation of Egypt.
The satrapal rule in Egypt
It is unknown who served as satrap after Artaxerxes III, but Pherendates II was an early satrap of Egypt. Under Darius III (336–330 BC), there was Sabaces, who fought and died at Issus and was succeeded by Mazaces. Egyptians also fought at Issus; for example, the nobleman Somtutefnekhet of Heracleopolis described on the “Naples stele” how he escaped during the battle against the Greeks and how Arsaphes, the god of his city, protected him and allowed him to return home.
In 332 BC, Mazaces handed over the country to Alexander the Great without a fight. The Achaemenid empire had ended, and Egypt was a satrapy in Alexander’s kingdom for a while. Later, the Ptolemies and the Romans successively ruled the Nile valley.
Culture during the 31st Dynasty
Occasionally, Egyptians wore foreign costumes and jewellery. The taste for non-Egyptian fashion arose during extensive trade or diplomatic contact with foreign courts or when a foreign power controlled Egypt. The Persians invaded the Nile Valley twice from their Iranian homeland and dominated Egypt during Dynasty 27 (525–404 BC) and Dynasty 31 (342–332 BC). This statue to the left dates to the later period of Persian rule in Egypt.
The depiction of this official in Persian dress may have been a demonstration of loyalty to the new rulers. According to the Brooklyn Museum, “The long skirt wrapped around this statue’s body and tucked in at the upper edge of the garment is typically Persian. The necklace called a torque, is decorated with images of ibexes, symbols of agility and sexual prowess in ancient Persia.
Pharaohs of the 31st Dynasty
Artaxerxes III
Ochus (Greek: Ὦχος Ochos), known by his dynastic name Artaxerxes III (Old Persian: 𐎠𐎼𐎫𐎧𐏁𐏂𐎠 Artaxšaçāʰ; Greek: Ἀρταξέρξης), was King of Kings of the Achaemenid Empire from 359/58 to 338 BC. He was the son and successor of Artaxerxes II, and his mother was Stateira.
Before ascending the throne, Artaxerxes III was a satrap and commander of his father’s army. Artaxerxes came to power after one of his brothers was executed, another killed themself, the last was murdered, and his father, Artaxerxes II, died. Soon after becoming king, Artaxerxes murdered the entire royal family to secure his place as king. He started two effective campaigns against Egypt. The first campaign failed and was followed up by rebellions throughout the western part of his empire. During the second, Artaxerxes finally defeated Nectanebo II, the Pharaoh of Egypt, bringing the country back into the Persian fold after six decades.
Arses
Arses (Old Persian: *R̥šā; Greek: Ἀρσής), also known by his regnal name Artaxerxes IV (/ˌɑːrtəˈzɜːrksiːz/; Old Persian: 𐎠𐎼𐎫𐎧𐏁𐏂𐎠 Artaxšaçāʰ; Greek: Ἀρταξέρξης), was the twelfth Achaemenid King of Kings from 338 to 336 BC.
King Arses ascended the throne after his father, Artaxerxes III—who had caused a resurgence of the Persian Empire—was poisoned by the eunuch Bagoas. The latter put Arses on the throne with the expectation of being able to control him. With the weakening of the Achaemenid Empire from the assassination of Artaxerxes III and the succession of this king, the Greek League sent troops into Asia in 336.
Khabash
Khabash, also Khababash or Khabbash, resided at Sais in the fifth nome of Lower Egypt in the fourth century BC. During the second Persian occupation of Egypt (343–332 BC), he led a revolt against Persian rule in concert with his eldest son, from ca. 338 to 335 BC, a few years before the conquest of Egypt by Alexander the Great. It is said that Nectanebo II, the exiled last native ruler of Egypt, may have helped in these events, but he was possibly sidelined for good due to the revolt’s failure.
Darius III
Darius III (Old Persian: 𐎭𐎠𐎼𐎹𐎺𐎢𐏁 Dārayavaʰuš; Greek: Δαρεῖος Dareios; c. 380 – 330 BC) was the last Achaemenid King of Kings of Persia, reigning from 336 BC to his death in 330 BC.
Contrary to his predecessor Artaxerxes IV Arses, Darius was a distant member of the Achaemenid dynasty. During his early career, he was reportedly an obscure figure among his peers and first rose to prominence during the Cadusian expedition of Artaxerxes III in the 350s BC. As a reward for his bravery, he was given the Satrapy of Armenia. Around 340 BC, he was in charge of the royal “postal service,” a high-ranking position. In 338 BC, Artaxerxes III met an abrupt end after being poisoned by the court eunuch and chiliarch (hazahrapatish) Bagoas, who installed his youngest son Arses on the throne. He only reigned for a few years until Bagoas had him poisoned. Darius was subsequently seated on the throne and soon forced Bagoas to drink his poison after discovering that the eunuch had also planned to poison him.
Satraps of the 31st Dynasty
Pherendates II
Pherendates II (from the Old Persian Farnadāta) was an Achaemenid satrap of ancient Egypt during the 4th century BCE, during the 31st Dynasty of Egypt.
Sabaces
Sabaces (name variants: Sabakes, Sauaces; Sataces; Diodorus Siculus calls him Tasiaces; Aramaic: 𐡎𐡅𐡉𐡊 SWYK, died in 333 BC) was an Achaemenid satrap of the Achaemenid Thirty-first Dynasty of Egypt during the reign of king Darius III of Persia.
Mazaces
Mazaces, also Mazakes (Old Iranian: Mazdāka, Aramaic: 𐡌𐡆𐡃𐡊 MZDK), was the last Achaemenid satrap of ancient Egypt during the late reign of Darius III of the 31st Dynasty of Egypt.
Satrap Mazaces succeeded Sabaces after the latter’s death at the battle of Issus (333 BCE). His office lasted less than a year: when Alexander the Great invaded Egypt in late 332 BCE, Mazaces did not have enough military force to put up a resistance. Counselled by Amminapes, who knew Alexander well, Mazaces handed the country to the Macedonian without a fight, along with a treasure of 800 talents of gold. This event marked the end of the short-lived second Egyptian satrapy (343–332 BCE).

























































































