Arsinoe III Philopator (Ancient Greek: Ἀρσινόη ἡ Φιλοπάτωρ, Arsinóē hē Philopátо̄r, meaning "Arsinoe the father-loving", 246 or 245 BC – 204 BC) was Queen of Ptolemaic Egypt in 220 – 204 BC. She was a daughter of Ptolemy III and Berenice II and spouse of her brother Ptolemy IV, possibly co-ruler. She was the first Ptolemaic queen to bear her brother's child.
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Arsinoe III in the context of Ptolemy V Epiphanes
Ptolemy V Epiphanes Eucharistus (Greek: Πτολεμαῖος Ἐπιφανής Εὐχάριστος, Ptolemaĩos Epiphanḗs Eukháristos "Ptolemy the Manifest, the Beneficent"; 9 October 210–September 180 BC) was the King of Ptolemaic Egypt from July or August 204 BC until his death in 180 BC.
Ptolemy V, the son of Ptolemy IV and Arsinoe III, inherited the throne at the age of five when his parents died in suspicious circumstances. The new regent, Agathocles, was widely reviled and was toppled by a revolution in 202 BC, but the series of regents who followed proved incompetent and the kingdom was paralysed. The Seleucid king Antiochus III and the Antigonid king Philip V took advantage of the kingdom's weakness to begin the Fifth Syrian War (202–196 BC), in which the Ptolemies lost all their territories in Asia Minor and the Levant, as well as most of their influence in the Aegean Sea. Simultaneously, Ptolemy V faced a widespread Egyptian revolt (206–185 BC) led by the self-proclaimed pharaohs Horwennefer and Ankhwennefer, which resulted in the loss of most of Upper Egypt and parts of Lower Egypt as well.