Bloemfontein (/ˈbluːmfɒnteɪn/ BLOOM-fon-tayn; Afrikaans: [ˈblumfɔntəin]), also known as Bloem, is the capital and the largest city of the Free State province in South Africa and it is often, and has been traditionally, referred to as the country's "judicial capital", alongside the legislative capital Cape Town and administrative capital Pretoria, although the highest court in South Africa, the Constitutional Court, has been in Johannesburg since 1994.

Situated at an elevation of 1,395 m (4,577 ft) above sea level, the city is home to 256,185 (as of 2011) residents and forms part of the Mangaung Metropolitan Municipality which has a population of 747,431. It was one of the host cities for the 2010 FIFA World Cup.

The city of Bloemfontein hosts the Supreme Court of Appeal, the Franklin Game Reserve, Naval Hill, the Maselspoort Resort and the Sand du Plessis Theatre. The city hosts numerous museums, including the National Women's Monument, the Anglo-Boer War Museum, the National Museum, and the Oliewenhuis Art Museum. Bloemfontein also hosts the first digital planetarium in the southern hemisphere, the Naval Hill Planetarium, and Boyden Observatory, an astronomical research observatory.

Bloemfontein is popularly and poetically known as "the city of roses" for its abundance of these flowers and the annual rose festival held there. The city is situated in the middle of the country; hence it is referred to as "Central South Africa". The city's Sesotho name is Mangaung, meaning "place of cheetahs".

Though historically a !Orana and Barolong settlement, and then a Boer settlement, Bloemfontein was officially founded in 1846 as a fort by British Army major Henry Douglas Warden as a British outpost in the Transoranje region, at that stage occupied by various groups of peoples including !Orana (so-called "Korana" of the ǀHõaǁʼaes, ǀHũdiǁʼaes, Einiǁʼaes, and others), Cape Colony Trekboers, Griqua (at that time known as "Baasters") and Barolong.

Warden initially chose the site primarily because of its proximity to the main route to Winburg, the spacious open country, and the absence of horse sickness. Bloemfontein was the original farm of Johannes Nicolaas Brits, born on 21 February 1790, owner and first inhabitant of Bloemfontein. Johann – as he was known – sold the farm to Major Warden.

With colonial policy shifts, the region changed into the Orange River Sovereignty (1848–1854) and eventually the Orange Free State Republic (1854–1902). From 1902 to 1910, it served as the capital of the Orange River Colony and since that time as the provincial capital of the Free State. In 1910, it became the Judicial capital of the Union of South Africa. A possible etymology for the city's name is that it is called Bloemfontein lit. "Bloem's fountain", after Jan Bloem II, a Griqua leader.

The Orange Free State was an independent Boer Republic in southern Africa during the second half of the 19th century. Extending between the Orange and Vaal rivers, its borders were determined by the United Kingdom of Great Britain and Ireland in 1848 when the region was proclaimed as the Orange River Sovereignty, with a seat of a British Resident in Bloemfontein.