Ptolemy II was born and raised in Telmessos in Lycia at an unknown date during his father's reign over Telmessos. His father Lysimachus ruled as the Ptolemaic Client King of Telmessos from February 240 BCE until his death in 206 BCE. Little is known on his early life prior to succeeding his father. When his father died in 206 BCE, Ptolemy II became the fourth and final ruler from the Lysimachid dynasty, which is also known as the Ptolemaic-Lysimachid dynasty in Lycia to rule the city. Ptolemy II also, was the third and final Ptolemaic Client King of Telmessos, as he ruled from 206 BCE until at least 181 BCE. According to surviving inscriptions at Telmessos, Ptolemy II didn't seem to have a royal title nor is his relationship with the Pharaohs in Alexandria clear. It seems likely that his family had relative autonomy from Ptolemaic control increased. As Ptolemaic power declined rapidly and dramatically outside of Egypt after the death of Ptolemy III Euergetes in 222 BCE, probably Ptolemy II's father with his family had the motive and opportunity for divorcing themselves from Ptolemaic suzerainty. At an unknown date, during his father's reign, Lysimachus with his family were enjoying excellent, cordial relations with the Seleucid monarchAntiochus III the Great. Antiochus III, reigned from 222 BCE until 187 BCE, was an enemy of the Ptolemies and was, at the time, expanding Seleucid power in Asia Minor. In 197 BCE, the region of Lycia was no longer under Ptolemaic control since it was under the occupation of Antiochus III. Ptolemy II became a Client King of Telmessos under Seleucid rule. By this time Ptolemy II was having excellent relations with Antiochus III revealing they had broken away from Ptolemaic influence, however there is a possibility their family connections with the Ptolemaic dynasty wasn't wholly broken. The friendly relations between Ptolemy II and his family with Antiochus III is attested when in 193 BCE, his daughter Berenice, was appointed by Antiochus III as chief-priestess of the Carian Satrapy, of the Seleucid Royal Cult of Laodice. Laodice was a Seleucid Queen and the cousin-wife of Antiochus III. According to an intact stone inscription found in NahavandIran dated in 193 BCE, Ptolemy II is described as a relative of Antiochus III. This reflects his court title and in fact, Ptolemy II and Antiochus III are distantly related. Below are two surviving letters translated from Greek regarding Ptolemy II's daughter chief-priestess appointment. The letters reveal his family's relations and status with Antiochus III. The first letter is from Antiochus III addressed to the Strategos of the Carian Satrapy and is the above-mentioned stone inscription from Nahavand, Iran: The second letter is addressed to the Hyparch of the district from the Strategos of the Carian satrapy: Around the time Berenice was appointed as chief-priestess, Ptolemy II sold part of his land holdings in the Telmessos region to Antiochus III. The reason for Antiochus III in purchasing part of Ptolemy II's land holdings were to settle Kardakian mercenaries near Telmessos. The Kardakian mercenaries were possible ancestors of the modern Kurds. During the Treaty of Apamea in 188 BC, Antiochus III was forced to give the region of Lycia to the King Eumenes II of Pergamon. In the Treaty of Apamea, Ptolemy II's position was explicitly safeguarded. According to dedication inscriptions on the Greek island of Delos, Ptolemy II made offerings of thanks for the Peace of Apamea. This included an offering from Ptolemy II in association with his cousin Antipater Epigonos. From 188 BCE until at least 181 BCE, Ptolemy II became a Client King under the rule of Eumenes II. His relationship with Eumenes II is unknown; but, probably, Ptolemy II sided with Rome as Eumenes II was an ally of Rome. Though Ptolemy II was able to retain his rule of Telmessos and his major land-holdings under Eumenes II, the family is not heard of thereafter.