In an earlier lecture, I discussed the Gothic War in which the Byzantine Empire invaded Italy to try and reconquer the Italian Peninsula, which had once been the heartland of the Roman Empire. Ultimately, they were unsuccessful. The result of this invasion was the destruction of Italy and the weakening of the political states and actors, most importantly, the Goths. This weakened political state left Italy exposed. In this lecture, we pick up with one group of people who will take advantage of that exposure, the Lombards who established a kingdom in northern Italy.