The last great king of Assyria (r.668-627 BC). He completed the conquest of Egypt, installing Necho I as vassal ruler. Assyrian garrisons were later expelled, but Egypt was no longer a threat to Assyrian dominance. He suppressed rebellions in the Levant, expelled the Cimmerians, reconquered Babylonia and conquered Elam by 639 BC. Ashurbanipal overstretched his resources and was widely unpopular for his tyrannical rule. After his death the empire rapidly declined, due to Median invasions and the resurgence of Babylon.