Wealth, culture, and power dwelled in the city of Palmyra in the third century A.D. This cosmopolitan capital of the Roman province of the same name lay close to the empire’s eastern borders, providing the setting for Queen Zenobia’s ambitious power play. The showdown had been decades in the making. By the middle of the third century A.D. the Roman Empire was mired in political and economic crisis, its frontiers under constant attack, and its center struggling to hold. The catastrophic defeat and capture in 260 of Emperor Valerian by the Persians thrust Roman rule into even greater disarray. In Europe the rebel Gallic empire started to break away from Rome. Weakened and distracted, the empire was facing threats on all fronts. Observing from the east, Zenobia saw her opportunity and knew that she had an empire to gain. Palmyra had a history of cooperation with Roman rule, and this had resulted in many benefits for the desert kingdom. Located in the middle of modern-day Syria, around 130 miles northeast of Damascus, Palmyra had prospered since coming under Roman control in the first century A.D. Sitting at the crossroads between the Mediterranean world ruled by Rome and the great empires of Asia, it became a center of huge strategic and economic importance. An obligatory stopover for the caravans that traversed the deserts, the wealth flooding into Palmyra gave its rulers the means to beautify their city, as well as the confidence to assert themselves regionally. Known as the “pearl of the desert,” the oasis city was famed for its magnificent buildings, such as its Arch of Triumph and an impressive theater. By the middle of the third century the Palmyrene empire was already enjoying a certain independence—albeit as a client state within the Roman Empire. Zenobia sought to change that. Queen Takes Egypt Over the centuries, Zenobia’s life story has been subjected to a great deal of scholarly speculation. The colorful but unreliable Augustan History, a late Roman collection of biographies, states that Zenobia associated herself with the Ptolemies of Egypt, including Cleopatra. Eastern historians, such as the ninth-century Persian al-Tabari, believed that Zenobia was not Greek but of Arab descent. Modern historians agree that the queen of Palmyra did not descend from the Ptolemies and most likely came from an influential Palmyrene family in which she had been well educated. Little is known of her exact upbringing and education. Drawing on sources from the Roman Empire, the 18th-century British historian Edward Gibbon penned detailed descriptions of her in his six-volume classic, The History of the Decline and Fall of the Roman Empire: Modern Europe has produced several illustrious women who have sustained with glory the weight of empire; nor is our own age destitute of such distinguished characters . . . Zenobia is perhaps the only female whose superior genius broke through the servile indolence imposed on her sex . . . Zenobia was esteemed the most lovely as well as the most heroic of her sex . . . Her manly understanding was strengthened and adorned by study. She was not ignorant of the Latin tongue, but possessed in equal perfection the Greek, the Syriac, and the Egyptian languages. Zenobia married Odaenathus, a Romanized Arab and ruler of Palmyra. Reigning from 263, Odaenathus successfully defended Palmyra from the Persians, who were riding high after their humiliating defeat of Emperor Valerian. Remaining loyal to Rome—outwardly at least—Odaenathus managed to break through the Persian lines and force them to retreat to Persian territory. From the outset, Odaenathus claimed to be acting on Rome’s behalf, but it soon became clear that he wanted to establish himself as “monarch of the East.” Given Rome’s tenuous position, the new emperor—Valerian’s son, Gallienus—had little choice but to acknowledge the powerful status of Odaenathus. Already boasting several titles awarded by Rome, including corrector totius Orientis (governor of the entire East), Odaenathus was also crowned “king of kings” by his own people. Palmyra might have become the capital of a new empire, but it was not to be. Odaenathus’s ambitions were thwarted by a palace intrigue in 267. On returning from a campaign against the Goths in Cappadocia (central Turkey), a relative murdered him in his palace. Zenobia’s moment had arrived. Her son by Odaenathus, Wahballat (Vaballathus in Latin) was the heir, but still a child. Zenobia declared herself regent, a move that allowed her to seize control of territories in the east, recently taken from the Persians. She executed the parties responsible for her husband’s death, and then set to end the fiction that Palmyra and its domains were submissive to the Roman Empire and its emperor. Zenobia knew how to take advantage of the Roman Empire’s moment of weakness. She scorned Emperor Gallienus and his generals, who were powerless to stop her.