This chapter presents an outline of the history of Babylonia from Cyrus II to Xerxes. The historiographic texts from Babylonia providing an outline of the main political events are very sparse, the major one being the Nabonidus Chronicle, which covers the whole reign of Nabonidus, last king of Babylonia, the rise of Cyrus and his conquest of Babylonia. The major political event which is partly reflected in Babylonian documents is the seizure of royal power by Bardiya, the brother of Cambyses. Bardiya was killed by Darius and his fellow conspirators on 29 September, and no Babylonian text dated by him later than 20 September has yet been found. On Bardiya's assassination Babylonia revolted immediately under the leadership of the Babylonian Nidintu-Bel who took the name Nebuchadrezzar (III). Xerxes' relations with Babylonia have been generally sought in the development of his titulature; the earliest texts like those of his Achaemenid predecessors regularly call him 'King of Babylon and Lands'.