This paper gives an intertextual analysis of Ibrahim Abd Elmeguid’s novel Clouds over Alexandria, which happens to be the last novel of his trilogy about his hometown Alexandria. An intertextual analysis of a text often entails examining its meaning in light of other texts which are incorporated in it through parody, pastiche, citation, paraphrase, allusion, imitation, translation, to name but a few. The incorporated texts could be anything ranging from written works to fables, myth, paintings, songs, or movies since the word “text” has become an inclusive term of late. In his historical novel Clouds over Alexandria, which happens to be the last of his Alexandrian trilogy, Ibrahim Abd Elmeguid historicizes an important socio-political juncture in the history of the city, albeit a sad one which signals the downfall of the once cosmopolitan city and the rise of a less tolerant and colourful entity in its place during the Sadat regime in the seventies. Being a historical novel, Clouds over Alexandria understandably incorporates political and cultural elements. Interestingly, it is also infused with mythical overtones, the latter being a clear reference to the Hellenistic origin of the city and its Graeco-Roman heritage. Zeus, Europa, Antaeus, Hercules, Gaia and Alexander the Great permeate the fabric of the novel through mythological tales narrated lovingly and reverently by the characters. It is the aim of this paper to give an intertextual analysis of the artistic and ideological appropriation of those myths in an attempt to determine their significance or otherwise to the novel and the extent to which they are integrated into its structure.