300: Rise of an Empire is a 2014 American epic historical action film directed by Noam Murro from a screenplay by Zack Snyder and Kurt Johnstad, based on Frank Miller's graphic novel Xerxes. It is a follow-up to the 2007 film 300, taking place before, during, and after the main events of that film, and is loosely based on the Battle of Artemisium and the Battle of Salamis. The cast includes Lena Headey, Peter Mensah, David Wenham, Andrew Tiernan, Andrew Pleavin, and Rodrigo Santoro reprising their roles from the first film, alongside Sullivan Stapleton, Eva Green, Hans Matheson, and Callan Mulvey.

Noam Murro is an Israeli film director and film producer. He is best known for directing the films Smart People, 300: Rise of an Empire, and the BBC miniseries Watership Down.