Ancient Spoletium was one of the Umbria's most important cities. It was resettled as a Roman colony in 242 BC, only 24 years before Hannibal's victory over the legions at Lake Trasimeno. But Spoletium remained loyal to Rome and repulsed the Carthaginians and their allies.
Strategically located on the Via Flaminia midway between Rome and the late Imperial capital of Ravenna, Spoleto changed hands frequently but managed to prosper. King Theodoric built it up for the Ostrogoths; Justinian's general, Belisarius, did the same for the Byzantines; the Goths under Totila made the city into a fortress, while the Lombards, arriving in 569, made it the base of their power, a duchy that at its height in the 700s controlled most of central Italy.
In 890, after Charlemagne, Duke Guido III staged a military grab for the Imperial crown, but instead had to be content with crowning himself King of Italy at Pavia. After the death of Guido's son, Lamberto, the duchy fell into decline.
In the 11th century, the Papacy set its sights on Spoleto. In 1198 Innocent III was successful in capturing the city, and in 1247 it became part of the Papal domains. Under the popes, Spoleto once again prospered as the Papal nobility filled it with palaces.
For many centuries thereafter, Spoleto retained its character and beauty, but lost its international reputation, until Giancarlo Menotti and the late Thomas Schippers bestowed on the town their Festival of Two Worlds.