Dalkeith Palace in Dalkeith, Midlothian, Scotland, is the former seat of the Duke of Buccleuch.

Dalkeith Castle was located to the north east of Dalkeith, and was originally in the hands of the Grahams in the 12th century and given to the Douglas family in the early 14th Century. James Douglas of Dalkeith became the Earl of Morton in the mid 15th century. The castle was strategically located in an easily defensible position above a bend in the North Esk River. In 1543, Cardinal Beaton was imprisoned in Dalkeith Castle. It was forced open and destroyed by the English in 1547, and in 1575 the 4th Earl of Morton built a new castle there. In 1642 Dalkeith Castle was sold to the 2nd Earl of Buccleuch.

The 2nd Earl of Buccleuch's daughter married the Duke of Monmouth, eldest natural son of Charles II. They became Duke and Duchess of Monmouth & Buccleuch. When the Duke of Monmouth died his widow, Anne, asked architect James Smith to use William of Orange's Palace of Het Loo in Holland as a model for Dalkeith Palace.

Smith and his cousins, Gilbert and James, signed the contract for masonwork at Dalkeith Castle in March of 1702. Construction of Dalkeith Palace began later that year, Smith deciding to incorporate a portion of the tower house of the old castle into the western side of the new structure. The outline of the old tower walls is still visible in the western facade of the palace today. In 1704, William Walker and Benjamin Robinson, the chamberlain of the Duchess, went to London with a small party to choose items of furniture for the palace. Construction was proceeding at a steady pace, and the main portion of the palace was roofed by the end of 1705. The London marble-cutter Richard Neale spent sixty-four weeks at the palace with nine assistants between 1709 and 1711, carving the main stairwell and screen of the Great Staircase. Several marble chimney pieces were installed, as well as an intricately-carved marble bas-relief of Neptune and Galatea. This internally extensive use of marble was very much the taste of the Duchess. The majority of construction was complete by 1711.

Finishing touches on the Palace complex included adding a wrought iron screen with freestone piers (no longer existing) around the forecourt, a great deal of planting, and the laying out of a great avenue through the park. Dalkeith Park itself was a large area of manicured trees and gardens which in later years would include the Montagu Bridge over the North Esk River and the Dalkeith Conservatory and a grassed amphitheatre. When the final calculations were made, it was determined that the construction of Dalkeith Palace had cost the Duchess a total of 17,727 pounds sterling.

The plumber John Scott of Edinburgh re-plated the roof in lead in 1743. Some minor additions were carried out in the following years. John Adam resurfaced the building in 1762 and James Playfair inserted a low window into the east facade in 1786.

Overall, the Palace is built of sandstone and has the main entrance on the south front, flanked on each side by two Corinthian order pilasters. These are surmounted by a bracketed pediment unusual for its depth.

The layout of Dalkeith Palace was unusual for the time in that the state apartment was located on the ground floor, which prevented the Great Dining Room from being placed in its customary position at the start of the state apartment. As such, the Great Dining Room was placed on the first floor, still suitable for important occasions and also serving as an anteroom to another apartment on the first floor. The 4th Duke considered extensive rebuilding in 1831 and William Burn produced unexecuted designs in Jacobean style. More minor alterations were carried out, together with improvements to the surrounding estate including a new house and offices for the Duke's Chamberlain, and the construction for the 5th Duke of St Mary's Church as a private chapel by William Burn and David Bryce. The Church contains one of only two water-powered organs in Scotland.

Several well-known figures from English and Scottish history have been guests at the Palace in the intervening centuries. Bonnie Prince Charlie stayed two nights at Dalkeith in 1745, George IV slept here during his visit to Edinburgh in 1822, in preference to the Palace of Holyroodhouse which was in a poor state, as did Victoria in 1842.

During World War II, Polish troops were quartered on the third floor of Dalkeith Palace. Their task during the Battle of Britain was to man Lewis Guns on the Palace roof and fend off any Luftwaffe air attacks that might occur. Graffiti drawn by these troops is still visible on the third floor wallpaper of the Palace as of 2004.

Today, the 9th Duke of Buccleuch resides at Bowhill, near Selkirk. Dalkeith Palace has not been lived in by the Buccleuch family since 1914 and is leased to the University of Wisconsin as a base in Scotland. The Smith family, including James Smith member of the punk band Threats and his son Rikki Smith, are current caretakers to the palace.