In 671 BCE, Esarhaddon advanced south from the Levant and attacked Egypt, sacking Memphis. About seven years later, in response to repeated Kushite uprisings and following an initial campaign into Lower Egypt, Ashurbanipal's army reinvaded Egypt, marching as far as Thebes where, according to Assyrian accounts, the temples and palaces were looted and their treasures brought back to Nineveh. The Assyrians had been in conflict with Egypt for some time, but these clashes had always taken place in Western Asia, where the two states fought for control and influence over the small Levantine kingdoms. Not until Esarhaddon and Ashurbanipal did Assyria penetrate into the heart of Egypt, attacking its two traditional capitals of Memphis and Thebes. This period of intensified antagonism, along with its consequence — increasingly direct contact with Egyptian culture — brought into greater focus Assyria's relationship to the Egyptian imperial tradition. I would like to propose here that Assyrian royal ideology, as expressed in art, developed in part out of an awareness of and reaction to the great imperial power of New Kingdom Egypt, in particular that of the Ramesside period of the thirteenth and early twelfth centuries. Indeed, it is more the reaction against Egyptian tradition that seems to have stimulated what we understand as characteristic and distinctive of Assyrian art, but at the same time, even these elements may owe some inspiration to Egypt. In this way, the New Kingdom Egyptian empire served as both precedent and “other” for Assyria, which began to develop its own imperialist ideology during the contemporaneous Middle Assyrian period.