When the Fatimids conquered Egypt in 969, they inaugurated their reign with a formal declaration of tolerance and magnanimity towards their new subjects. The proclamation, issued by order of the Fatimid imam-caliph al-Mu'izz (d.975) and quoted in full by the Mamluk historian Taqi al-Din al-Maqrizi in his Itti'az al-hunafa', is famously known as the Aman document. Indeed, it is generally agreed that the Fatimids never actively or forcefully tried to convert the population of Egypt which remained by and large Sunni. This being the case, one asks: what happened to the Sunni legal and theological scholars that were active in Egypt at the time of the Fatimid take-over and the subsequent decades of their ruler In this paper I will retrace the way in which Sunni learning continued to be transmitted in Fatimid Egypt beyond the Ismaili religious and legal stances endorsed by the regime. In particular I will provide a contextualised analysis of the factors that made Fatimid Egypt a lively centre for hadith scholarship and Qur'an recitation training. I will address issues pertaining to the role that family interactions played in the preservation and transmission of Sunni learning against the background of an Ismaili 'state religion' and will question the existence of neat sectarian boundaries between Shi'is and Sunnis when it came to sharing or benefitting from learning. The period of Fatimid history under consideration will be the one spanning from the reign of al-Mu'izz to that of al-Hakim. My main primary sources will range from the works of Fatimid chroniclers such as al-Musabbihi to later chroniclers and historians such as Ibn Hajar al-Asqalani (his biography of Egyptian qadis, Raf ' al-isr) and al-Maqrizi (his biographical dictionary, al-Muqaffa al-kabir). The overall purpose of this research is to explore one facet of the prismatic social history of Egypt under the Fatimids (rather than the history of Fatimid Egypt) by placing the elite subjects, rather than the masters, at the centre of the investigation.