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This paper analyzes the historical conditions of Yemen’s Sufi movement from the beginning of Islam up to the rise of the Rasulid dynasty in the thirteenth century. This is a very difficult task, given the lack of adequate sources and sufficient academic attention in both the East and theWest. Certainly, a few sentences about the subject can be found scattered in Sufi literature at large, but a respectable study of the period’s mysticism can hardly be found.1 Thus, I will focus on the major authorities who first contributed to the ascetic movement’s development, discuss why a major decline of intellectual activities occurred in many metropolises, and if the existing ascetic conditions were transformed into mystical tendencies during the ninth century due to the alleged impact ofDhu’n-Nun al-Misri (d. 860). This is followed by a brief discussion ofwhat contributed to the revival of the country’s intellectual and economic activities. After that, I will attempt to portray the status of the major ascetics and prominent mystics credited with spreading and diffusing the so-called Islamic saintly miracles (karamat). The trademark of both ascetics and mystics across the centuries, this feature became more prevalent fromthe beginning of the twelfth century onward. I will conclude with a brief note on the most three celebrated figures of Yemen’s religious and cultural history: Abu al-Ghayth ibn Jamil (d. 1253) and his rival Ahmad ibn `Alwan (d. 1266) from the mountainous area, andMuhammad ibn `Ali al-`Alawi, known as al-Faqih al-Muqaddam (d. 1256), from Hadramawt.