The two decades between the end of the First Punic War and the beginning of the Second represent a key period in the development of Rome’s imperial ambitions, both within Italy and beyond. Within Italy, Rome faced an invasion of Gauls from Northern Italy, which threatened the very existence of the Roman state. This war culminated at the Battle of Telamon and the final Roman victory against the Gauls of Italy, giving Rome control of the peninsula up to the Alps for the first time in her history. Beyond the shores of Italy, Rome acquired her first provinces, in the form of Sardinia and Corsica, established footholds in Sicily and Spain and crossed the Adriatic to establish a presence on the Greek mainland, bringing Rome into the orbit of the Hellenistic World. Yet this period is often treated as nothing more than an intermission between the two better known Punic Wars, with each Roman campaign being made seemingly in anticipation of a further conflict with Carthage. Such a view overlooks two key factors that emerge from these decades: firstly, that Rome faced a far graver threat in the form of the Gauls of Northern Italy than she had faced at the hands of the Carthaginians in the First Punic War; secondly, that the foundations for Rome’s overseas empire were laid in these very decades. This work seeks to redress the balance and view these wars in their own right, analyze how close Rome came to being defeated in Italy and asses the importance of these decades as a key period in the foundation of Rome’s future empire.