Ptolemy XII Neos Dionysus ( – 51 BC) was a king of the Ptolemaic Kingdom of Egypt who ruled from 80 to 58 BC and then again from 55 BC until his death in 51 BC. He was commonly known as Auletes (, "the Flautist"), referring to his love of playing the flute in Dionysian festivals. A member of the Ptolemaic dynasty, he was a descendant of its founder Ptolemy I, a Macedonian Greek general and companion of Alexander the Great.

Ptolemy XII was an illegitimate son of Ptolemy IX by an uncertain mother. In 116 BC, Ptolemy IX became co-regent with his mother, Cleopatra III. However, due to a civil war against his mother and his brother, Ptolemy X, he was exiled in 107 BC. Cleopatra III sent her grandsons to Kos in 103 BC. They were captured by Mithridates VI of Pontus probably in 88 BC. After the killing of his cousin Ptolemy XI, Ptolemy XII was recalled from Pontus and proclaimed pharaoh, while his brother, also named Ptolemy, was installed as king of Cyprus.

Ptolemy XII married his relative Cleopatra V, who was likely one of his sisters or cousins; they had at least one child together, Berenice IV, and Cleopatra V was likely also the mother of his second daughter, Cleopatra VII. The king's three youngest children – Arsinoe IV, Ptolemy XIII, and Ptolemy XIV – were born to an unknown mother. Ptolemy XII's uncle Ptolemy X had left Egypt to Rome in the event there were no surviving heirs, making Roman annexation of Egypt a possibility. In an effort to prevent this, Ptolemy XII established an alliance with Rome late into his first reign. Rome annexed Cyprus in 58 BC, causing Ptolemy of Cyprus to commit suicide.

Shortly afterwards, Ptolemy XII was deposed by the Egyptian people and fled to Rome, and his eldest daughter, Berenice IV, took the throne. With Roman funding and military assistance, Ptolemy XII recaptured Egypt and had Berenice IV killed in 55 BC. In the last year of his reign, his daughter Cleopatra VII was appointed as his regent. Upon his death, he was succeeded by Cleopatra VII and her brother Ptolemy XIII as joint rulers.

Background and early life

Ptolemy XII was the oldest son of Ptolemy IX. The identity of his mother is uncertain. Ptolemy IX was married twice, to his sisters Cleopatra IV and Cleopatra Selene. He married Cleopatra IV around 119 BC, and their mother Cleopatra III forced them to divorce in 115 BC. Ptolemy IX then married Cleopatra Selene, but abandoned her during his flight from Alexandria in 107 BC. Cicero and other ancient sources refer to Ptolemy XII as an illegitimate son; Pompeius Trogus called him a "nothos" (bastard), while Pausanias wrote that Ptolemy IX had no legitimate sons at all.Cicero Agr. 2.42; Pausanias 1.9.3 Some scholars have therefore proposed that his mother was a concubine – if so, probably an Alexandrian Greek.Dodson, Aidan and Hilton, Dyan. The Complete Royal Families of Ancient Egypt. Thames & Hudson. 2004. Ernle Bradford, Classic Biography: Cleopatra (Toronto: The Penguin Groups, 2000), p. 28. It had been speculated by Werner Huß that Ptolemy XII's mother was an unknown woman belonging to the Egyptian elite, based upon a speculated earlier marriage between Psenptais II, high priest of Ptah, and a certain "Berenice", once argued to possibly be a daughter of Ptolemy VIII. However, the speculation of this marriage was refuted by Egyptologist Wendy Cheshire. Chris Bennett argues that Ptolemy XII's mother was Cleopatra IV and that he was considered illegitimate simply because she had never been co-regent. This theory is endorsed by the historian Adrian Goldsworthy.

The date of Ptolemy XII's birth is thus uncertain. If he was the son of Cleopatra IV, he was probably born around 117 BC and followed around a year later by a brother, known as Ptolemy of Cyprus. In 117 BC, Ptolemy IX was governor of Cyprus, but in 116 BC he returned to Alexandria upon the death of his father Ptolemy VIII and became the junior co-regent of his grandmother Cleopatra II and his mother Cleopatra III. After her divorce from Ptolemy IX, Cleopatra IV fled into exile in 115 BC. The former Egyptian queen married the Seleucid king Antiochus IX, but she was murdered by his half-brother and rival Antiochus VIII in 112 BC.Salisbury, Joyce E., Encyclopedia of Women in the Ancient World (2001), p.50: "Cleopatra IV had money and spirit enough to challenge this move, so she went to Cyprus...Cleopatra IV went with her army to Syria and offered her services to her cousin Antiochus Cyzicenus...Cleopatra IV married Cyzicenus to strengthen his ability to rule."Lightman, Marjorie, and Lightman, Benjamin, A to Z of Ancient Greek and Roman Women (2008), p.80: "In Antioch, Cleopatra offered her support to Cyzicenus and married him. Grypus captured Antioch and Cleopatra in 112 B.C.E. ...her sister, fearing Cleopatra would seduce her husband, had Cleopatra killed"Penrose, Walter Duval, Postcolonial Amazons: Female Masculinity and Courage in Ancient Greek and Sanskrit Literature (2016), p.218: "Having been expelled from the throne, Cleopatra IV now went to Cyprus, where she gathered an army. She may have originally hoped to use this force to march on Egypt in protest of her mother's action...instead she offered to marry the Seleucid contender for the throne, Antiochus IX Cyzicenus, and, using her mercenary army to help his cause, set off to become queen of Syria (Just. 39.3.3)...Grypus took Antioch in 112 BCE and [her sister] Tryphaena, Grypus' wife and Cleopatra's IV's own sister, ordered the death of Cleopatra IV (Just. 39.3.4-11)." Ptolemy IX and Cleopatra Selene had a daughter, Berenice III. By 109 BC, Ptolemy IX had begun the process of introducing Ptolemy XII to public life. In that year, Ptolemy XII served as the Priest of Alexander and Ptolemaic kings (an office which Ptolemy IX otherwise held himself throughout his reign) and had a festival established in his honour in Cyrene.SEG IX.5. Relations between Ptolemy IX and his mother deteriorated. In 107 BC she forced him to flee Alexandria for Cyprus and replaced him as co-regent with his younger brother, Ptolemy X. Justin mentions that Ptolemy IX left two sons behind when he fled Alexandria.Justin Epitome of the Philippic History 39.4 Chris Bennett argues that these sons should be identified as Ptolemy XII and Ptolemy of Cyprus.

Ptolemy IX made an attempt to reclaim the Ptolemaic throne in 103 BC by invading Judaea. At the start of this war, Cleopatra III sent her grandsons to the island of Kos along with her treasure in order to protect them.Josephus, Antiquities of the Jews 13.13.1 There, Ptolemy XII and Ptolemy of Cyprus seem to have been captured by Mithridates VI of Pontus in 88 BC, at the outbreak of the First Mithridatic War. Ironically, their father had reclaimed the Egyptian throne around the same time. They were held by Mithridates as hostages until 80 BC. At some point during this period, probably in 81 or 80 BC, they were engaged to two of Mithridates' daughters, Mithridatis and Nyssa.Appian, Mithridatica 16.111 Meanwhile, Ptolemy IX died in December 81 BC and was succeeded by Berenice III. In April 80 BC, Ptolemy X's son Ptolemy XI was installed as Berenice III's husband and co-regent. He promptly murdered her and was himself killed by an angry Alexandrian mob. The Alexandrians then summoned Ptolemy XII to Egypt to assume the kingship; his brother, also named Ptolemy, became king of Cyprus, where he would reign until 58 BC.

First reign (80–58 BC)

On his arrival in Alexandria, in April 80 BC, Ptolemy XII was proclaimed king. His reign was officially dated as having begun on the death of his father in 81 BC, thereby eliding the reigns of Berenice III and Ptolemy XI. Shortly after his accession, Ptolemy XII married one of his relatives, Cleopatra V. Her parentage is uncertain – modern scholarship often interprets her as a sister, but Christopher Bennett argues that she was a daughter of Ptolemy X. The couple became co-regents and they were incorporated into the Ptolemaic dynastic cult together as the Theoi Philopatores kai Philadelphoi (Father-loving and Sibling-loving Gods). This title was probably meant to reinforce Ptolemy XII's claim to the throne in the face of claims that his parentage meant that he was an illegitimate son of Ptolemy IX and therefore not entitled to rule.

In 76 BC, the High Priest of Ptah in Memphis died and Ptolemy XII travelled to Memphis to appoint his fourteen-year-old son, Pasherienptah III, as the new High Priest. In turn, Pasherienptah III crowned Ptolemy as Pharaoh and then went to Alexandria, where he was appointed as Ptolemy XII's 'prophet'. These encounters are described in detail on Pasherienptah's funerary stela, Stele BM 866, and they demonstrate the extremely close and mutually reinforcing relationship that had developed between the Ptolemaic kings and the Memphite priesthood by this date.

In August 69 BC, Cleopatra V ceases to be mentioned as co-regent. The images of her that had been carved on the main pylon of the Temple of Horus at Edfu were covered over at this time. The reason for this sudden shift is unknown, but presumably she was divorced at this time. Ptolemy adopted a new royal epithet Neos Dionysos (New Dionysus) at some time after this; Chris Bennett proposes that the epithet was linked to the break with Cleopatra.

Relations with Rome

When Ptolemy X had died in 88 BC, his will had left Egypt to Rome in the event that he had no surviving heirs. Although the Romans had not acted on this, the possibility that they might forced the following Ptolemies to adopt a careful and respectful policy towards Rome. Ptolemy XII continued this pro-Roman policy in order to protect himself and secure his dynasty's fate. Egypt came under increasing Roman pressure nevertheless. In 65 BC, the Roman censor, Marcus Licinius Crassus proposed that Rome annex Egypt.Plutarch, Life of Crassus 13.2 This proposal failed in the face of opposition from Quintus Lutatius Catulus and Cicero. In light of this crisis, however, Ptolemy XII began to expend significant resources on bribing Roman politicians to support his interests. In 63 BC, when Pompey was reorganising Syria and Anatolia following his victory in the Third Mithridatic War, Ptolemy sought to form a relationship with Pompey by sending him a golden crown. Ptolemy also provided pay and maintenance for 8,000 cavalry to Pompey for his war with Judaea. He also asked Pompey to come to Alexandria and help to put down a revolt which had apparently broken out in Egypt; Pompey refused.Appian, Mithridatica 114; Josephus, Antiquities of the Jews 14.35

The money required for these bribes was enormous. Initially, Ptolemy XII funded them by raising taxes. A strike by farmers of royal land in Herakleopolis which is attested in a papyrus document from 61/60 BC has been interpreted as a sign of widespread discontent with this taxation. Increasingly, Ptolemy XII also had recourse to loans from Roman bankers, such as Gaius Rabirius Postumus. This gave the Romans even more leverage over his regime and meant that the fate of Egypt became an increasingly immediate issue in Roman politics.

Finally, in 60 BC, Ptolemy XII travelled to Rome, where the First Triumvirate, composed of Pompey, Crassus, and Julius Caesar, had just taken power, in order to negotiate official recognition of his kingship. Ptolemy paid Pompey and Caesar six thousand talents – an enormous sum, equivalent to the total annual revenue of Egypt.Suetonius Life of Julius Caesar 54.3 In return, a formal alliance or foedus was formed. The Roman Senate recognised Ptolemy as king and Caesar passed a law that added Ptolemy to the list of friends and allies of the people of Rome (amici et socii populi Romani) in 59 BC.Caesar Bellum Civile 3.107; Cicero, Pro Rabirio Postumo 3; Cicero, Letter to Atticus 2.16.2