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This paper presents a postcolonial reading of the figure of the witch Pamphile in Book 3 of Apuleius’ Metamorphoses through an examination of the ways in which Pamphile both adheres to and breaks the Roman literary stereotype of the witch. Recent work on postcolonial theory in Apuleius exemplifies the fruitfulness of applying these theoretical frameworks to Apuelieus’ writings (Lee, Finkelpearl, Graverini, eds. 2014). Apuleius, as a local elite in the Roman province of Numidia, was both subject and subjugated, and had personal experience with the politicized social concept of magic as an apparatus for Roman imperial control. These imperialist tensions can be read in his portrayal of witches in the Metamorphoses, as an analysis of the character of Pamphile demonstrates. The figure of the witch already lends itself to discussions around power and social tensions (Stratton 2007: 71–105), hence why Pamphile is such a potent figure through which to evaluate these conflicting identities of power as they exist in an imperial system. Pamphile largely conforms to the standard literary portrayal of witches in Latin literature, found in the works of authors such as Lucan and Horace (Stratton and Kalleres 2014; Stratton 2007): she is sexually licentious, works in secret at night, and utilizes human remains in her grotesque magical practice. Yet, Pamphile does not perfectly fit the stereotype of the witch, and in these slight subversions one can read the tensions of Apuleius’ own colonial setting. She notably is married, adheres to certain societal expectations, and owns a servant. Thus, in his Metamorphoses, Apuleius presents a typically liminal figure as occupying a higher position in a hierarchy above certain other marginalized people. This paper explores these societal tensions and how Pamphile demonstrates these complex layers of power and identity, which are also present within the colonial system as described by Guha’s theory of dynamic stratification under colonial rule (1983a; 1983b). Further aspects of Pamphile’s portrayal — such as the way the other characters encounter her — add to the nuances of her depiction as well as the larger conversation concerning power and its possession within the Roman empire. Apuleius does not fully subvert the expectation of Pamphile as a witch but he does tweak it in enough small ways to signify a more complex reading of the character, as contextualized in Bhaba’s concept of colonial mimicry. Pamphile is almost the witch of Roman literature but does not fully adhere to the standards. This paper therefore concludes with an evaluation of how Pamphile, just like Apuleius, occupies the ambivalent position of an individual who both normalizes the colonial standard through mimicry but also, through minute differences, calls attention to the ultimate distinctions between the colonial power and the colonized person.