The composer Anton Stepanovich Arensky belonged to that generation of Russian musicians able to profit from the systematic musical training offered by the conservatories that had been established by the Rubinstein brothers in St Petersburg and Moscow in the 1860s, institutions that had seemed foreign and suspect to Balakirev and his group of nationalist composers. Rimsky-Korsakov, one of Balakirev's group, had himself acquired a considerable degree of professionalism, after amateur beginnings, and it was he who taught Arensky, when he entered the St Petersburg Conservatory in 1879.

Like Tchaikovsky before him, Arensky moved on, graduating in 1882, to a position on the teaching staff of Moscow Conservatory, where he taught harmony and counterpoint. Rachmaninov, Scriabin and Glière were among his pupils. At the same time he won a reputation for himself as a conductor. In church music, he was appointed director of the Imperial Chapel, in succession to Balakirev, in 1895, a position that involved moving back to St Petersburg. He remained director unti11901, by which time he was no longer on speaking terms with his assistant Lyapunov, and resigned in order to devote himself to composition, with continued appearances both as conductor and as a pianist. Recalling his pupil's career, Rimsky-Korsakov mentions Arensky's dissipation, his drinking and gambling, which moderated after his appointment to the Imperial Chapel, but resumed in 1901, when he had a pension of 6000 roubles, twice that accorded to Balakirev for ten years work, and could happily burn the candle at both ends, undermining his health and finally dying of consumption in Finland. Rimsky-Korsakov goes on to compare Arensky with Anton Rubinstein in talent and taste, inferior in composition but superior in instrumentation. He adds that Arensky fell later under the influence of Tchaikovsky, whom he knew in Moscow, and that he would soon be forgotten, the latter judgement only partly justified.

Arensky's ballet Egyptian Nights was written in 1900 and first staged at the Mariinsky Theatre in St Petersburg in March 1908, with choreography by Fokin. In spite of the obvious exoticism of the subject and the use of apparently authentic melodies, the harmonic language and instrumentation tend to conceal much of this, except in certain obvious dances where characteristic melodic intervals appear. The work is based on Pushkin, as was Glière's 1905 ballet Kleopatra.

One of Arensky's sources explored for authentic melodic material is William Lane's An Account of the Manners and Customs of the Modern Egyptians, published in London in 1836. This provides the principal theme of the Overture, with its lyrical relaxation of tension at its heart and a return to the opening music, before the introduction to the first scene, set by the banks of the Nile. On the right there is a temple and there are palm-trees, with an island in the background and in the distance pyramids and sphinxes. Berenice, followed by her companions, comes out of the temple and goes to the river, to draw water. The key and mood of the music changes as she meets her betrothed, Amoun, a moment for gentle flirtation to music that must recall, in its rhythm at least, an episode in Schumann's Carnaval. Amoun is returning from the hunt, and shows what he has killed. The High Priest of the temple congratulates him and is happy at his coming marriage with Berenice. At this moment a messenger arrives, giving news of Cleopatra's approach.

Cleopatra makes her entrance, to the agitation of Amoun, who falls in love with her, tries to suppress his feelings, but fails. He tries to enter the temple, but is prevented, while Cleopatra goes in, leaving the young man in despair. Cleopatra comes out of the temple again and reclines on a bed prepared for her in the shade of a palm-tree. Arsinoe tries to distract her by her dancing, but cannot do so. Arsinoe's dance is followed by a more exotic dance, as Berenice tries to entertain the queen. At this moment Amoun appears on the temple steps, takes his bow and shoots an arrow straight at the tree under which Cleopatra is sheltering. Alarmed, Cleopatra orders him to be seized and soldiers set out in pursuit. Arsinoe gives Cleopatra the arrow, to which is fixed a long papyrus on which Amoun has written "I love you". Amoun is now brought before Cleopatra, who is struck by his beauty. To her reproaches he can only reply that he loves her and would give his life for one kiss. To a lyrical melody, she gives him to understand that she will grant his wish but that, at the first light of day, he must die, by poison.

The following scene opens with a violin solo and cadenza. Here Berenice throws herself at the feet of Cleopatra, begging her to pardon Amoun. Turning to him, she pleads with him to remember the love he had for her and to give up this dreadful fascination. Amoun will pay no attention to her and approaches Cleopatra, who orders the poisoned cup to be brought. The High Priest, however, has substituted a potion of his own. In the ballet the sounds of Antony's return are heard, as Amoun falls back into the arms of the priests and is carried into the temple.

A series of dances provides a divertissement. Jewish girls dance, to a melody known as Miriam's Song of Joy. This is followed by an Egyptian dance, with an ostinato accompaniment, its melody drawn from the book by William Lane. The very diatonic Dance of the Ghazis, a dance for triumphant warriors, uses a melody taken from Jean-Benjamin-François de La Borde's musicological work, while a somewhat improbable waltz, a pas de deux, derives its theme from the researches into Egyptian art and music by Guillaume André Villoteau, published early in the century, when French interest in Egypt was at its height, as a result of the conquests of Napoleon. Antony's return, for which these dances should have provided a celebration, is heralded by trumpets and again has recourse to other melodic material, this time derived from Emil Naumann's influential Illustrierte Musikgeschichte. The Finale, with its reminiscences of the Overture, sees the departure of Antony and Cleopatra, sailing away in boats decked with garlands of roses. Now Amoun comes to himself again, sees the departure of Cleopatra and understands how foolish he has been. He throws himself down at the feet of Berenice, who forgives him, as the curtain falls.