Estonia's struggles for independence during the twentieth century were in large part a reaction to nearly 700 years of foreign rule. Before 1200 the Estonians lived largely as free peasants loosely organized into parishes (kihelkonnad ), which in turn were grouped into counties (maakonnad ). In the early 1200s, the Estonians and the Latvians came under assault from German crusaders seeking to impose Christianity on them. Although the Estonians' resistance to the Teutonic Knights lasted some twenty years, the lack of a centralized political organization as well as inferior weaponry eventually brought down the Estonians in 1227. The Germans, moving from the south, were abetted by Danish forces that invaded from the north and captured Tallinn. Together with present-day Latvia, the region became known as Livonia; the Germans and Danes settled down as nobility, and the Estonians were progressively subordinated as serfs. During 1343-45 an Estonian peasant uprising against the German and Danish nobility prompted the Danes to relinquish their control of northern Estonia to the Germans. After this resistance was crushed, the area remained generally peaceful for two centuries.

Commerce developed rapidly because Estonia's larger urban centers at the time--Tallinn, Tartu, Pärnu, and Narva--were all members of the Hanseatic League, an organization established by merchants of various, mostly German, cities to protect their mutual trading interests. Still, foreign rivalries over the strategic Livonian region began to reemerge in the mid-sixteenth century as the fighting capacity of the Germans diminished and that of neighboring Muscovy began to increase. The ensuing twenty-five-year struggle for control of Livonia was precipitated by an invasion by Ivan IV (the Terrible) (r. 1533-84) in 1558. The advancing Russians wiped out the disintegrating forces of the Teutonic Knights and nearly succeeded in conquering the whole area. However, Swedish and Polish intervention reversed the Russian gains and forced Ivan eastward, back behind Lake Peipsi. Peace between Sweden and Poland in Livonia was also slow in coming, with Sweden eventually winning most of the territory by 1629. By this time, decades of war had caused huge population losses (in some areas, over 50 percent), affecting urban and rural areas alike.

Under Swedish rule, northern Estonia was incorporated into the Duchy of Estland. The southern part, together with northern Latvia, became known as Livland. This division of Estonian lands would last until 1917. The German-based nobility in both areas retained and even strengthened its position under Swedish suzerainty. Meanwhile, the Estonian peasants saw their lot worsen as more and more of their land and output were appropriated by seigniorial estates. Still, during the Swedish era, Estonian education got its start with the founding of Tartu University in 1632 and the establishment of the first Estonian parish schools in the 1680s. Although the population also began to grow during this period of peace, war and suffering once again were not far away. Swedish hegemony during the late seventeenth century had become overextended, making the Swedes' holdings a prime target for a newly expansionist Russia.

In his first attempt to conquer Estland and Livland, during the Great Northern War (1700-09), Peter I (the Great) (r. 1682-1725) met with defeat at Narva at the hands of Sweden's Charles XII (r. 1697-1718). A second campaign in 1708 saw Peter introduce a scorched-earth policy across many parts of the area. The outcome was victory for Russia in 1710 and acquisition of a "window to the West." In taking control of Estland and Livland for what would be the next 200 years, tsarist Russia recognized the rights and privileges of the local German nobility, whose members amounted to only a small fraction of the population. Although the extent of the nobles' autonomy in the two areas was always contested, especially under Catherine II (the Great) (r. 1762-96), the Baltic Germans did develop a strong loyalty to the Russian tsars as guarantors of their landed privileges. German control over the Estonian peasantry reached its high point during the eighteenth century. Labor overtook taxes-in-kind as the predominant means of controlling the serfs. The first real reforms of serfdom, which gave peasants some rights, took place in 1804. In 1816 and 1819, the serfs were formally emancipated in Estland and Livland, respectively.

By the mid-nineteenth century, the Estonians were fast developing into an independent society and nation. The number of urbanized Estonians had grown considerably, overtaking what had been German majorities in the cities. Industrialization was also breaking down the old order. An Estonian cultural awakening began in the 1850s and 1860s. Tsarist reaction and a fierce Russification campaign in the 1880s could not extinguish the new Estonian spirit, although for the most part Estonian demands continued to focus on culture. Political demands for Estonian autonomy found strong expression during the Revolution of 1905, and an All-Estonian Congress was organized in Tartu that same year. Although radical Estonian politicians such as Jaan Teemant and moderate leaders such as Jaan Tõnisson were deeply divided on tactics, there were widespread calls from the Estland and Livland provinces for a unification of Estonian lands and an official end to Russification. Repression of the 1905 movement was severe in Estland, although Tõnisson's moderate Estonian Progressive People's Party survived and went on to participate in Russia's new assembly, the Duma. Amid the turmoil, Baltic Germans also grew apprehensive; they would be upset even more with the outbreak of World War I, which would pit Russia against their conationals.

The fall of the tsarist regime in February 1917 forced the issue of Estonia's political future. Vigorous lobbying in Petrograd by Tõnisson and the large Estonian population living there forced the provisional government to accept Estonia's territorial unification as one province and the election of a provincial assembly, the Maapäev, later that year. The election results showed significant support for leftist parties, including the Bolsheviks, Social Democrats, and Social Revolutionaries. Voting was complicated, however, by the presence of numerous military personnel from outside Estonia.

The Bolshevik takeover in Petrograd in November 1917 extended to Estonia as well, until Germany occupied Estonia in February 1918. Most of Estonia's other political parties realized they were caught between the two forces and agreed to begin an active search for outside support. Representatives were sent to the major European capitals to secure Western recognition of an Estonian declaration of independence. As the Bolsheviks retreated from Tallinn and the German occupation army entered the city, the Committee of Elders (or standing body) of the Maapäev declared the country independent on February 24, 1918.