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previous: Book I This webpage reproduces a Book of The Histories of Polybius published in Vol. I of the Loeb Classical Library edition, 1922 The text is in the public domain. This page has been carefully proofread and I believe it to be free of errors. If you find a mistake though, please let me know! next: Book III

(Vol. I) Polybius
The Histories

 p241  Book II

1 1 In the preceding book I stated in the first place at what date the Romans having subjected Italy began to concern themselves in enterprises outside the peninsula; next I narrated how they crossed to Sicily and what were their reasons for undertaking the war with Carthage for the possession of that island. 2 After relating when and how they first built naval forces, I pursued the history of the war on both sides until its end, at which the Carthaginians evacuated all Sicily, and the Romans acquired the whole island except the parts which were Hiero's dominions. 3 In the next place I set myself to describe how the mercenaries mutinied against Carthage and set ablaze the so‑called Libyan war; I described all the terrible atrocities committed in this war, all its dramatic surprises, and their issues, until it ended in the final triumph of Carthage. 4 I will now attempt to give a summary view, according to my original project, of the events immediately following.

5 The Carthaginians, as soon as they had set the affairs of Libya in order, dispatched Hamilcar to the land of Spain entrusting him with an adequate force. 6 Taking with him his army and his son Hannibal now  p243 nine years of age, he crossed the straits of Gibraltar and applied himself to subjugating Spain to the Carthaginians. 7 In this country he spent about nine years during which he reduced many Iberian tribes to obedience either by force of arms or by diplomacy, and finally met with an end worthy of his high achievements, 8 dying bravely in a battle against one of the most warlike and power­ful tribes, after freely exposing his person to danger on the field. 9 The Carthaginians handed over the command of the army to Hasdrubal his son-in‑law and chief naval officer.

2 1 It was at this period that the Romans first crossed with an army to Illyria and that part of Europe. 2 This is a matter not to be lightly passed over, but deserving the serious attention of those who wish to gain a true view of the purpose of this work and of the formation and growth of the Roman dominion. 3 The circumstances which decided them to cross were as follows: 4 Agron, king of Illyria, was the son of Pleuratus, and was master of stronger land and sea forces than any king of Illyria before him. 5 Demetrius, the father of Philip V, had induced him by a bribe to go to the assistance of the town of Medion which the Aetolians were besieging. 6 The Aetolians being unable to persuade the Medionians to join their league, determined to reduce them by force. 7 Levying all their forces they encamped round the city and strictly besieged it, employing every forcible means and every device. 8 The date  p245 of the annual elections was now at hand, and they had to choose another Strategus. As the besieged were in the utmost extremity and were expected to surrender every day, the actual Strategus addressed the Aetolians, 9 maintaining that as it was he who had supported the dangers and hardships of the siege, it was only just, on the town falling, he should have the privilege of dealing with the booty and inscribing with his name the shields dedicated in memory of the victory. 10 Some, more especially the candidates for the office, disputed this, and begged the people not to decide the matter in advance, but leave it, as things stood, to Fortune to determine to whom she should award this prize. 11 The Aetolians hereupon passed a resolution, that if it was the new Strategus whoever he might be, to whom the city fell, he should share with the present one the disposition of the booty and the honour of inscribing the shields.

3 1 This decree had been passed, and next day the election was to be held, and the new Strategus was to enter at once into office, as is the practice of the Aetolians, when that night a hundred boats containing a force of five thousand Illyrians arrived at the nearest point on the coast to Medion. 2 Anchoring there they landed, as soon as it was daylight, with promptitude and secrecy, and forming in the order customary in Illyria, advanced by companies on the Aetolian camp. 3 The Aetolians, on becoming aware of it, were taken aback by the unexpected nature and boldness of the attack, but having for many years ranked very high in their own estimation and relying on their strength, they were more or less confident. 4 Stationing the greater part of their  p247 hoplites and cavalry on the level ground just in front of their lines, they occupied with a portion of their cavalry and their light-armed infantry certain favourable positions on the heights in front of the camp. 5 The Illyrians, charging their light infantry, drove them from their positions by their superior force and the weight of their formation, compelling the supporting body of cavalry to fall back on the heavy-armed troops. 6 After this, having the advantage of attacking the latter, who were drawn up on the plain, from higher ground, they speedily put them to flight, the Medionians also joining in the attack from the city. 7 They killed many Aetolians and took a still larger number of prisoners, capturing all their arms and baggage. 8 The Illyrians, having thus executed the orders of their king, carried off to their boats the baggage and other booty and at once set sail for home. 4 1 The Medionians, thus unexpectedly saved, met in assembly and discussed, among other matters, that of the proper inscription for the shields. 2 They decided, in parody of the Aetolian decree, to inscribe them as won from and not by the present Aetolian chief magistrate and the candidates for next year's office. 3 It seemed as if what had befallen this people was designed by Fortune to display her might to men in general. 4 For in so brief a space of time she put it in their power to do to the enemy the very thing which they thought the enemy were just on the point of doing to themselves. 5 The unlooked-for calamity of the Aetolians was a lesson to mankind never to  p249 discuss the future as if it were the present, or to have any confident hope about things that may still turn out quite otherwise. We are but men, and should in every matter assign its share to the unexpected, this being especially true of war.

6 King Agron, when the flotilla returned and his officers gave him an account of the battle, was so overjoyed at the thought of having beaten the Aetolians, then the proudest of peoples, that he took to carousals and other convivial excesses, from which he fell into a pleurisy that ended fatally in a few days. 7 He was succeeded on the throne by his wife Teuta, who left the details of administration to friends on whom she relied. 8 As, with a woman's natural shortness of view, she could see nothing but the recent success and had no eyes for what was going on elsewhere, she in the first place gave letters of marque to privateers to pillage any ships they met, 9 and next she collected a fleet and force of troops as large as the former one and sent it out, ordering the commanders to treat all countries alike as belonging to their enemies. 5 1 The expedition began by making a descent on Elis and Messenia, lands which the Illyrians had always been in the habit of pillaging, 2 because, owing to the extent of their sea-board and owing to the principal cities being in the interior, help against their raids was distant and slow in arriving; so that they could always overrun and plunder those countries unmolested. 3 On this occasion, however, they put in at Phoenice in Epirus for the purpose of provisioning themselves. 4 There they fell in with certain Gaulish soldiers, about eight hundred  p251 in number, at present in the employ of the Epirots. They approached these Gauls with a proposal for the betrayal of the city, and on their agreeing, they landed and captured the town and its inhabitants by assault with the help from within of the Gauls. 5 When the Epirots learnt of this they hastened to come to help with their whole force. On reaching Phoenice they encamped with the river that runs past the town on their front, removing the planking of the bridge so as to be in safety. 6 On news reaching them that Scerdilaïdas with five thousand Illyrians was approaching by land through the pass near Antigonia, they detached a portion of their force to guard Antigonia, but they themselves henceforth remained at their ease, faring plenteously on the produce of the country, and quite neglecting night and day watches. 7 The Illyrians, learning of the partition of the Epirot force and of their general remissness, made a night sortie, and repla­cing planks on the bridge, crossed the river in safety and occupied a strong position where they remained for the rest of the night. 8 When day broke, both armies drew up their forces in front of the town and engaged. The battle resulted in the defeat of the Epirots, many of whom were killed and still more taken prisoners, the rest escaping in the direction of Atintania.

6 1 The Epirots, having met with this misfortune and lost all hope in themselves, sent embassies to the Aetolians and to the Achaean league imploring their  p253 succour. 2 Both leagues took pity on their situation and consented, and shortly afterwards this relieving force reached Helicranum. 3 The Illyrians holding Phoenice at first united with Scerdilaïdas, and advancing to Helicranum encamped opposite the Achaeans the Aetolians​a who had come to the rescue, and were anxious to give battle. 4 But the ground was very difficult and unfavourable to them, and just at this time a dispatch came from Teuta ordering them to return home by the quickest route, as some of the Illyrians had revolted to the Dardanians. 5 They therefore, after plundering Epirus, made a truce with the Epirots. 6 By the terms of this they gave up to them the city and its free population on payment of a ransom; the slaves and other goods and chattels they put on board their boats, and while the one force sailed off home, Scerdilaïdas marched back through the pass near Antigonia. 7 They had caused the Greek inhabitants of the coast no little consternation and alarm; 8 for, seeing the most strongly situated and most power­ful town in Epirus thus suddenly taken and its population enslaved, they all began to be anxious not, as in former times, for their agricultural produce, but for the safety of themselves and their cities.

9 The Epirots, thus unexpectedly saved, were so far from attempting to retaliate on the wrongdoers or from thanking those who had come to their relief, that, on the contrary, they sent an embassy to Teuta, and together with the Acarnanians entered into an alliance with Illyria, 10 engaging in future to co-operate with the Illyrians and work against the Achaeans and Aetolians. 11 Their whole conduct showed them  p255 not only to have acted now towards their benefactors without judgement, but to have blundered from the outset in the management of their own affairs. 7 1 For we are but men, and to meet with some unexpected blow is not the sufferer's fault, but that of Fortune and those who inflict it on him; 2 but when we involve ourselves by sheer lack of judgement and with our eyes open in the depth of misfortune, everyone acknowledges that we have none to blame but ourselves. 3 It is for this reason that those whom Fortune leads astray meet with pity, pardon and help, but if their failures are due to their own indiscretion, all right-thinking men blame and reproach them. 4 And in this case the Greeks would have been amply justified in their censure of the Epirots. 5 To begin with would not anyone who is aware of the general reputation of the Gauls, think twice before entrusting to them a wealthy city, the betrayal of which was easy and profitable? 6 In the second place who would not have been cautious in the case of a company with such a bad name? First of all they had been expelled from their own country by a general movement of their fellow-countrymen owing to their having betrayed their own friends and kinsmen. 7 Again, when the Carthaginians, hard pressed by the war, received them, they first availed themselves of a dispute about pay between the soldiers and the generals to pillage the city of Agrigentum of which they formed the garrison, being then above three thousand strong. 8 Afterwards, when the Carthaginians sent them on the same service to Eryx, then besieged by the Romans, they attempted to betray the city and those who were suffering siege in their company, 9 and when this plan fell through, they deserted to  p257 the Romans. The Romans entrusted them with the guard of the temple of Venus Erycina, which again they pillaged. 10 Therefore, no sooner was the war with Carthage over, than the Romans, having clear evidence of their infamous character, took the very first opportunity of disarming them, putting them on board ship and banishing them from the whole of Italy. 11 These were the men whom the Epirots employed to guard their most flourishing city. How then can they be acquitted of the charge of causing their own misfortunes?

12 I thought it necessary to speak at some length on this subject in order to show how foolish the Epirots were, and that no people, if wise, should ever admit a garrison stronger than their own forces, especially if composed of barbarians. 8 1 To return to the Illyrians. For a long time previously they had been in the habit of maltreating vessels sailing from Italy, 2 and now while they were at Phoenice, a number of them detached themselves from the fleet and robbed or killed many Italian traders, capturing and carrying off no small number of prisoners. 3 The Romans had hitherto turned a deaf ear to the complaints made against the Illyrians, but now when a number of persons approached the Senate on the subject, they appointed two envoys, Gaius and Lucius Coruncanius, to proceed to Illyria, and investigate the matter. 4 Teuta, on the return of the flotilla from Epirus, was so struck with admiration by the quantity and beauty of the spoils they brought back (Phoenice being then far the wealthiest city there), that she  p259 was twice as eager as before to molest the Greeks. 5 For the present, however, she had to defer her projects owing to the disturbance in her own dominions; she had speedily put down the Illyrian revolt, but was engaged in besieging Issa, which alone still refused to submit to her, 6 when the Roman ambassadors arrived by sea. Audience having been granted them, they began to speak of the outrages committed against them. 7 Teuta, during the whole interview, listened to them in a most arrogant and overbearing manner, 8 and when they had finished speaking, she said she would see to it that Rome suffered no public wrong from Illyria, but that, as for private wrongs, it was contrary to the custom of the Illyrian kings to hinder their subjects from winning booty from the sea. 9 The younger of the ambassadors was very indignant at these words of hers, and spoke out with a frankness most proper indeed, but highly inopportune: 10 "O Teuta," he said, "the Romans have an admirable custom, which is to punish publicly the doers of private wrongs and publicly come to the help of the wronged. 11 Be sure that we will try, God willing, by might and main and right soon, to force thee to mend the custom toward the Illyrians of their kings." 12 Giving way to her temper like a woman and heedless of the consequences, she took this frankness ill, and was so enraged at the speech that, defying the law of nations, when the ambassadors were leaving in their ship, she sent emissaries to assassinate the one who had been so bold of speech. 13 On the news reaching Rome, the woman's outrage created great indignation and they at once set themselves to prepare for an expedition, enrolling legions and getting a fleet together.

 p261  9 1 Teuta, when the season came, fitted out a larger number of boats than before and dispatched them to the Greek coasts. 2 Some of them sailed through the strait to Corcyra, while a part put in to the harbour of Epidamnus, professedly to water and provision, but really with the design of surprising and seizing the town. 3 They were received by the Epidamnians without any suspicion or concern, and landing as if for the purpose of watering, lightly clad but with swords concealed in the water-jars, they cut down the guards of the gate and at once possessed themselves of the gate-tower. 4 A force from the ships was quickly on the spot, as had been arranged, and thus reinforced, they easily occupied the greater part of the walls. 5 The citizens were taken by surprise and quite unprepared, but they rushed to arms and fought with great gallantry, the result being that the Illyrians, after considerable resistance, were driven out of the town. 6 Thus the Epidamnians on this occasion came very near losing their native town by their negligence, but through their courage escaped with a salutary lesson for the future. 7 The Illyrian commanders hastened to get under weigh and catching up the rest of their flotilla bore down on Corcyra. 8 There they landed, to the consternation of the inhabitants, and laid siege to the city. Upon this the Corcyreans, in the utmost distress and despondency, sent, together with the peoples of Apollonia and Epidamnus, envoys to the Achaeans and Aetolians, imploring them to hasten to their relief and not allow them to be driven from  p263 their homes by the Illyrians. 9 The two Leagues, after listening to the envoys, consented to their request, and both joined in manning the ten decked ships belonging to the Achaeans. In a few days they were ready for sea and sailed for Corcyra in the hope of raising the siege. 10 1 The Illyrians, now reinforced by seven decked ships sent by the Acarnanians in compliance with the terms of their treaty, put to sea and encountered the Achaean ships off the island called Paxi. 2 The Acarnanians and those Achaean ships which were told off to engage them fought with no advantage on either side, remaining undamaged in their encounter except for the wounds inflicted on some of the crew. 3 The Illyrians lashed their boats together in batches of four and thus engaged the enemy. They sacrificed their own boats, presenting them broadside to their adversaries in a position favouring their charge, 4 but when the enemy's ships had charged and struck them and getting fixed in them, found themselves in difficulties, as in each case the four boats lashed together were hanging on to their beaks, the marines leapt on to the decks of the Achaean ships and overmastered them by their numbers. 5 In this way they captured four quadriremes and sunk with all hands a quinquereme, on board of which was Margus of Caryneia, a man who up to the end served the Achaeans most loyally. 6 The ships that were engaged with the Acarnanians, seeing the success of the Illyrians, and trusting to their speed, made sail with a fair wind and escaped home in safety. 7 The Illyrian forces, highly elated by their  p265 success, continued the siege with more security and confidence, 8 and the Corcyreans, whose hopes were crushed by the repulse of their allies, after enduring the siege for a short time longer, came to terms with the Illyrians, receiving a garrison under the command of Demetrius of Pharos. 9 After this the Illyrian commanders at once sailed off and coming to anchor at Epidamnus, again set themselves to besiege that city.

11 1 At about the same time one of the Consuls, Gnaeus Fulvius, sailed out from Rome with the two hundred ships, while the other, Aulus Postumius, left with the land forces. 2 Gnaeus' first intention had been to make for Corcyra, as he supposed he would find the siege still undecided. 3 On discovering that he was too late, he none the less sailed for that island, wishing on the one hand to find out accurately what had happened about the city, and on the other hand to put to a test the sincerity of communications made to him by Demetrius. 4 Accusations had been brought against the latter, and being in fear of Teuta he sent messages to the Romans undertaking to hand over to them the city and whatever else was under his charge. 5 The Corcyreans were much relieved to see the Romans arrive, and they gave up the Illyrian garrison to them with the consent of Demetrius. They unanimously accepted the Romans' invitation to place themselves under their protection, considering this the sole means of assuring for the future their safety from the violence of the Illyrians. 6 The Romans, having admitted the Corcyreans to their  p267 friendship, set sail for Apollonia, Demetrius in future acting as their guide. 7 Simultaneously Postumius was bringing across from Brundisium the land forces consisting of about twenty thousand foot and two thousand horse. 8 On the two forces uniting at Apollonia and on the people of that city likewise agreeing to put themselves under Roman protection, they at once set off again, hearing that Epidamnus was being besieged. 9 The Illyrians, on hearing of the approach of the Romans, hastily broke up the siege and fled. 10 The Romans, taking Epidamnus also under their protection, advanced into the interior of Illyria, subduing the Ardiaeans on their way. 11 Many embassies met them, among them one from the Parthini offering unconditional surrender. They admitted this tribe to their friendship as well as the Atintanes, and advanced towards Issa which was also being besieged by the Illyrians. 12 On their arrival they forced the enemy to raise the siege and took the Issaeans also under their protection. 13 The fleet too took several Illyrian cities by assault as they sailed along the coast, losing, however, at Nutria not only many soldiers, but some of their military tribunes and their quaestor. 14 They also captured twenty boats which were conveying the plunder from the country. 15 Of the besiegers of Issa those now in Pharos were allowed, through Demetrius' influence, to remain there unhurt, while the others dispersed and took refuge at Arbo. 16 Teuta, with only a few followers, escaped to  p269 Rhizon, a place strongly fortified at a distance from the sea and situated on the river Rhizon. 17 After accomplishing so much and pla­cing the greater part of Illyria under the rule of Demetrius, thus making him an important potentate, the Consuls returned to Epidamnus with the fleet and army. 12 1 Gnaeus Fulvius now sailed for Rome with the greater part of both forces, 2 and Postumius, with whom forty ships were left, enrolled a legion from the cities in the neighbourhood and wintered at Epidamnus to guard the Ardiaeans and the other tribes who had placed themselves under the protection of Rome. 3 In the early spring Teuta sent an embassy to the Romans and made a treaty, by which she consented to pay any tribute they imposed, to relinquish all Illyria except a few places, and, what mostly concerned the Greeks, undertook not to sail beyond Lissus with more than two unarmed vessels. 4 When this treaty had been concluded Postumius sent legates to the Aetolian and Achaean leagues. On their arrival they first explained the causes of the war and their reason for crossing the Adriatic, and next gave an account of what they had accomplished, reading the treaty they had made with the Illyrians. 5 After meeting with all due courtesy from both the leagues, they returned by sea to Corcyra, 6 having by the communication of this treaty, delivered the Greeks from no inconsiderable dread; for the Illyrians were not then the enemies of this people or that, but the common enemies of all.

 p271  7 Such were the circumstances and causes of the Romans crossing for the first time with an army to Illyria and those parts of Europe, and of their first coming into relations through an embassy with Greece. 8 But having thus begun, the Romans immediately afterwards sent other envoys to Athens and Corinth, on which occasion the Corinthians first admitted them to participation in the Isthmian games.

13 1 We have said nothing of affairs in Spain during these years. Hasdrubal had by his wise and practical administration made great general progress, and by the foundation of the city called by some Carthage, and by others the New Town, made a material contribution to the resources of Carthage, 2 especially owing to its favourable position for action in Spain or Libya. On a more suitable occasion we will describe its position and point out the services it can render to both these countries. 3 The Romans, seeing that Hasdrubal was in a fair way to create a larger and more formidable empire than Carthage formerly possessed, resolved to begin to occupy themselves with Spanish affairs. 4 Finding that they had hitherto been asleep and had allowed Carthage to build up a power­ful dominion, they tried, as far as possible, to make up for lost time. 5 For the present they did not venture to impose orders on Carthage, or to go to war with her, because the threat of a Celtic invasion was hanging over them, the attack being indeed expected  p273 from day to day. 6 They decided, then, to smooth down and conciliate Hasdrubal in the first place, and then to attack the Celts and decide the issue by arms, for they thought that as long as they had these Celts threatening their frontier, not only would they never be masters of Italy, but they would not even be safe in Rome itself. 7 Accordingly, after having sent envoys to Hasdrubal and made a treaty, in which no mention was made of the rest of Spain, but the Carthaginians engaged not to cross the Ebro in arms, they at once entered on the struggle against the Italian Celts.

14 1 I think it will be of use to give some account of these peoples, which must be indeed but a summary one, in order not to depart from the original plan of this work as defined in the preface. 2 We must, however, go back to the time when they first occupied these districts. I think the story is not only worth knowing and keeping in mind, but quite necessary for my purpose, as it shows us who were the men and what was the country on which Hannibal afterwards relied in his attempt to destroy the Roman dominion. 3 I must first describe the nature of the country and its position as regards the rest of Italy. A sketch of its peculiarities, regionally and as a whole land, will help us better to comprehend the more important of the events I have to relate.

4 Italy as a whole has the shape of a triangle of which the one or eastern side is bounded by the Ionian Strait and then continuously by the Adriatic Gulf, the next side, that turned to the south and west, by the Sicilian and Tyrrhenian Seas. 5 The  p275 apex of the triangle, formed by the meeting of these two sides, is the southernmost cape of Italy known as Cocynthus and separating the Ionian Strait from the Sicilian Sea. 6 The remaining or northern and inland side of the triangle is bounded continuously by the chain of the Alps which beginning at Marseilles and the northern coasts of the Sardinian Sea stretches in an unbroken line almost to the head of the whole Adriatic, only failing to join that sea by stopping at quite a short distance from it. 7 At the foot of this chain, which we should regard as the base of the triangle, on its southern side, lies the last plain of all Italy to the north. It is with this that we are now concerned, a plain surpassing in fertility any other in Europe with which we are acquainted. 8 The general shape of the lines that bound this plain is likewise triangular. The apex of the triangle is formed by the meeting of the Apennines and Alps not far from the Sardinian Sea at a point above Marseilles. 9 Its northern side is, as I have said, formed by the Alps themselves and is •about two thousand two hundred stades in length, 10 the southern side by the Apennines which extend for a distance of •three thousand six hundred stades. 11 The base of the whole triangle is the coast of the Adriatic, its length from the city of Sena​1 to the head of the gulf being more than two thousand five hundred stades; 12 so that the whole circumference of  p277 this plain is not much less than ten thousand stades. 15 1 Its fertility is not easy to describe. It produces such an abundance of corn,º that often in my time the price of wheat was four obols per Sicilian medimnus​2 and that of barley two obols, a metretes of wine costing the same as the medimnus of barley. 2 Panic and millet are produced in enormous quantities, while the amount of acorns grown in the woods dispersed over the plain can be estimated from the fact that, 3 while the number of swine slaughtered in Italy for private consumption as well as to feed the army is very large, almost the whole of them are supplied by this plain. 4 The cheapness and abundance of all articles of food will be most clearly understood from the following fact. 5 Travellers in this country who put up in inns, do not bargain for each separate article they require, but ask what is the charge per diem for one person. 6 The innkeepers, as a rule, agree to receive guests, providing them with enough of all they require for half an as per diem, i.e. the fourth part of an obol, the charge being very seldom higher. 7 As for the numbers of the inhabitants, their stature and beauty and their courage in war, the facts of their history will speak.

8 The hilly ground with sufficient soil on both slopes of the Alps, that on the north towards the Rhone and that towards the plain I have been  p279 describing, is inhabited in the former case by the Transalpine Gauls and in the latter by the Taurisci, Agones and several other barbarous tribes. 9 Transalpine is not a national name but a local one, trans meaning "beyond," and those beyond the Alps being so called. 10 The summits of the Alps are quite uninhabitable owing to their ruggedness and the quantity of snow which always covers them. 16 1 The Apennines, from their junction with the Alps above Marseilles, are inhabited on both slopes, that looking to the Tyrrhenian sea and that turned to the plain, by the Ligurians 2 whose territory reaches on the seaboard-side as far as Pisa, the first city of western Etruria, and on the land side as far as Arretium.​3 3 Next come the Etruscans and after them both slopes are inhabited by the Umbrians. 4 After this the Apennines, at a distance of •about five hundred stades from the Adriatic, quit the plain and, turning to the right, pass along the centre of the rest of Italy as far as the Sicilian sea, 5 the remaining flat part of this side of the triangle continuing to the sea and the city of Sena. 6 The river Po, celebrated by poets as the Eridanus, rises in the Alps somewhere near the apex of the triangle and descends to the plain, flowing in a southerly direction. 7 On reaching the flat ground, it takes a turn to the East and flows through the plain,  p281 falling into the Adriatic by two mouths. It cuts off the larger half of the plain, which thus lies between it on the south and the Alps and head of the Adriatic on the north. 8 It has a larger volume of water than any other river in Italy, since all the streams that descend into the plain from the Alps and Apennines fall into it from either side, 9 and is highest and finest at the time​4 of the rising of the Dog-star, as it is then swollen by the melting of the snow on those mountains. 10 It is navigable for •about two thousand stades from the mouth called Olana; 11 for the stream, which has been a single one from its source, divides at a place called Trigaboli, one of the mouths being called Padua and the other Olana. 12 At the latter there is a harbour, which affords as safe anchorage as any in the Adriatic. The native name of the river is Bodencus. 13 The other tales the Greeks tell about this river, I mean touching Phaëthon and his fall and the weeping poplar-trees and the black clothing of the inhabitants near the river, who, they say, still dress thus in mourning for Phaëthon, 14 and all matter for tragedy and the like, may be left aside for the present, detailed treatment of such things not suiting very well the plan of this work. 15 I will, however, when I find a suitable occasion make proper mention of all  p283 this, especially as Timaeus has shown much ignorance concerning the district.

17 1 The Etruscans were the oldest inhabitants of this plain at the same period that they possessed also the Phlegraean plain in the neighbourhood of Capua and Nola, which, accessible and well known as it is to many, has such a reputation for fertility. 2 Those therefore who would know something of the dominion of the Etruscans should not look at the country they now inhabit, but at these plains and the resources they drew thence. 3 The Celts, being close neighbours of the Etruscans and associating much with them, cast covetous eyes on their beautiful country, and on a small pretext, suddenly attacked them with a large army and, expelling them from the plain of the Po, occupied it themselves. 4 The first settlers at the eastern extremity,​b near the source of the Po, were the Laevi and Lebecii, after them the Insubres, the largest tribe of all, and next these, on the banks of the river, the Cenomani. 5 The part of the plain near the Adriatic had never ceased to be in the possession of another very ancient tribe called the Veneti, differing slightly from the Gauls in customs and costume and speaking another language. 6 About this people the tragic poets tell many marvellous stories. 7 On the other bank of the Po, by the Apennines, the first settlers beginning from the west were the Anares and next them the Boii. Next the latter, towards the Adriatic, were the Lingones and lastly, near the sea, the Senones.

8 These are the names of the principal tribes that settled in the district. 9 They lived in unwalled  p285 villages, without any superfluous furniture; 10 for as they slept on beds of leaves and fed on meat and were exclusively occupied with war and agriculture, their lives were very simple, and they had no knowledge whatever of any art or science. 11 Their possessions consisted of cattle and gold, because these were the only things they could carry about with them everywhere according to circumstances and shift where they chose. 12 They treated comrade­ship as of the greatest importance, those among them being the most feared and most power­ful who were thought to have the largest number of attendants and associates.

18 1 On their first invasion they not only conquered this country but reduced to subjection many of the neighbouring peoples, striking terror into them by their audacity. 2 Not long afterwards they defeated the Romans and their allies in a pitched battle, and pursuing the fugitives, occupied, three days after the battle, the whole of Rome with the exception of the Capitol, 3 but being diverted by an invasion of their own country by the Veneti, they made on this occasion a treaty with the Romans, and evacuating the city, returned home. 4 After this they were occupied by domestic wars, and certain of the neighbouring Alpine tribes, witnessing to what prosperity they had attained in comparison with themselves, frequently gathered to attack them. 5 Meanwhile the Romans re-established their power and again became masters of Latium. 6 Thirty years  p287 after the occupation of Rome, the Celts again appeared before Alba with a large army, and the Romans on this occasion did not venture to meet them in the field, because, owing to the suddenness of the attack, they were taken by surprise and had not had time to anticipate it by collecting the forces of their allies. 7 But when, twelve years later, the Celts again invaded in great strength, they had early word of it, and, assembling their allies, marched eagerly to meet them, wishing for nothing better than a decisive battle. 8 The Gauls, alarmed by the Roman advance and at variance among themselves, waited until nightfall and then set off for home, their retreat resembling a flight. 9 After this panic, they kept quiet for thirteen years, and then, as they saw how rapidly the power of the Romans was growing, they made a formal peace with them, to the terms of which they adhered steadfastly for thirty years. 19 1 But then, when a fresh movement began among the Transalpine Gauls, and they feared they would have a big war on their hands, they deflected from themselves the inroad of the migrating tribes by bribery and by pleading their kinship, but they incited them to attack the Romans, and even joined them in the expedition. 2 They advanced through Etruria, the Etruscans too uniting with them, and, after collecting a quantity of booty, retired quite safely from the Roman territory, 3 but, on reaching home, fell out with each other about division of the spoil and succeeded in destroying the greater part of their own forces and of the booty itself. 4 This is quite a common event among the Gauls, when they have appropriated their neighbour's property, chiefly owing to their inordinate drinking and  p289 surfeiting. 5 Four years later the Gauls made a league with the Samnites, and engaging the Romans in the territory of Camerinum inflicted on them considerable loss; 6 meanwhile the Romans, determined on avenging their reverse, advanced again a few days after with all their legions, and attacking the Gauls and Samnites in the territory of Sentinum, put the greater number of them to the sword and compelled the rest to take precipitate flight each to their separate homes. 7 Again, ten years afterwards, the Gauls appeared in force and besieged Arretium. 8 The Romans, coming to the help of the town, attacked them in front of it and were defeated. In this battle their Praetor Lucius Caecilius fell, and they nominated Manius Curius in his place. 9 When Manius sent legates to Gaul to treat for the return of the prisoners, they were treacherously slain, 10 and this made the Romans so indignant that they at once marched upon Gaul. They were met by the Gauls called Senones, 11 whom they defeated in a pitched battle, killing most of them and driving the rest out of their country, the whole of which they occupied. 12 This was the first part of Gaul in which they planted a colony, calling it Sena after the name of the Gauls who formerly inhabited it. 13 This is the city I mentioned above as lying near the Adriatic at the extremity of the plain of the Po. 20 1 Hereupon the Boii, seeing the Senones expelled from their territory, and fearing a like fate for themselves and their own land, implored the aid of the Etruscans and  p291 marched out in full force. 2 The united armies gave battle to the Romans near Lake Vadimon, 3 and in this battle most of the Etruscans were cut to pieces while only quite a few of the Boii escaped. 4 But, notwithstanding, in the very next year these two peoples once more combined and arming their young men, even the mere striplings, again encountered the Romans in a pitched battle. 5 They were utterly defeated and it was only now that their courage at length gave way and that they sent an embassy to sue for terms and made a treaty with the Romans. 6 This took place three years before the crossing of Pyrrhus to Italy and five years before the destruction of the Gauls at Delphi; 7 for it really seems that at this time Fortune afflicted all Gauls alike with a sort of epidemic of war. 8 From all these struggles the Romans gained two great advantages. In the first place, having become accustomed to be cut up by Gauls, they could neither undergo nor expect any more terrible experience, 9 and next, owing to this, when they met Pyrrhus they had become perfectly trained athletes in war, 10 so that they were able to daunt the courage of the Gauls before it was too late, and henceforth could give their whole mind first to the fight with Pyrrhus for Italy and afterwards to the maintenance of the contest with Carthage for the possession of Sicily.

21 1 After these reverses, the Gauls remained quiet and at peace with Rome for forty-five years. 2 But when, as time went on, those who had actually witnessed the terrible struggle were no more, and a younger generation had taken their place, full of unreflecting passion and absolutely without experience  p293 of suffering or peril, 3 they began again, as was natural, to disturb the settlement, becoming exasperated against the Romans on the least pretext and inviting the Alpine Gauls to make common cause with them. 4 At first these advances were made secretly by their chiefs without the knowledge of the multitude; 5 so that when a force of Transalpine Gauls advanced as far as Ariminum the Boian populace were suspicious of them, and quarrelling with their own leaders as well as with the strangers, killed their kings, Atis and Galatus, and had a pitched battle with the other Gauls in which many fell on either side. 6 The Romans had been alarmed by the advance of the Gauls, and a legion was on its way; but, on hearing of the Gauls' self-inflicted losses, they returned home. 7 Five years after this alarm, in the consul­ship of Marcus Aemilius Lepidus, the Romans divided among their citizens the territory in Gaul known as Picenum, from which they had ejected the Senones when they conquered them. 8 Gaius Flaminius was the originator of this popular policy, which we must pronounce to have been, one may say, the first step in the demoralization of the populace, as well as the cause of the war with the Gauls which followed. 9 For what prompted many of the Gauls and especially the Boii, whose territory bordered on that of Rome, to take action was the conviction that now the Romans no longer made war on them for the sake of supremacy and sovereignty, but with a view to their total expulsion and extermination.

 p295  22 1 The two largest tribes, therefore, the Insubres and Boii, made a league and sent messengers to the Gauls dwelling among the Alps and near the Rhone, who are called Gaesatae because they serve for hire, this being the proper meaning of the word. 2 They urged and incited their kings Concolitanus and Aneroëstus to make war on Rome, offering them at present a large sum in gold, and as to the future, pointing out to them the great prosperity of the Romans, and the vast wealth that would be theirs if they were victorious. 3 They had no difficulty in persuading them, as, in addition to all this, they pledged themselves to be loyal allies and reminded them of the achievement of their own ancestors, 4 who had not only overcome the Romans in combat, but, after the battle, had assaulted and taken Rome itself, 5 possessing themselves of all it contained, and, after remaining masters of the city for seven months, had finally given it up of their own free will and as an act of grace, and had returned home with their spoil, unbroken and unscathed. 6 When the kings had been told all this, they became so eager for the expedition that on no occasion has that district of Gaul sent out so large a force or one composed of men so distinguished or so warlike. 7 All this time, the Romans, either hearing what was happening or divining what was coming, were in such a state of constant alarm and unrest, 8 that at times we find them busy enrolling legions and making provision of corn and other stores, at times marching to the  p297 frontier, as if the enemy had already invaded their territory, while as a fact the Celts had not yet budged from their own country. 9 This movement of the Gauls contributed in no small measure to the rapid and unimpeded subjugation of Spain by the Carthaginians; 10 for the Romans, as I said above, regarded this matter as of more urgency, since the danger was on their flank, and were compelled to neglect the affairs of Spain until they had dealt with the Gauls. 11 They therefore secured themselves against the Carthaginians by the treaty with Hasdrubal, the terms of which I stated above, and threw their whole effort into the struggle with their enemies in Italy, considering it their main interest to bring this to a decisive conclusion.

23 1 The Gaesatae, having collected a richly equipped and formidable force, crossed the Alps, and descended into the plain of the Po in the eighth year after the partition of Picenum. 2 The Insubres and Boii held stoutly to their original purpose; but the Veneti and Cenomani, on the Romans sending an embassy to them, decided to give them their support; 3 so that the Celtic chiefs were obliged to leave part of their forces behind to protect their territory from invasion by these tribes. 4 They themselves marched confidently out with their whole available army, consisting of about fifty thousand foot and twenty thousand horse and chariots, and advanced on Etruria. 5 The Romans, the moment they heard that the Gauls had crossed the Alps, sent Lucius Aemilius, their Consul, with his army to Ariminum to await  p299 here the attack of the enemy, and one of their Praetors to Etruria, 6 their other Consul, Gaius Atilius having already gone to Sardinia with his legions. 7 There was great and general alarm in Rome, as they thought they were in imminent and serious peril, and this indeed was but natural, as the terror the old invasion had inspired still dwelt in their minds. 8 No one thought of anything else therefore, they busied themselves mustering and enrolling their own legions and ordered those of the allies to be in readiness. 9 All their subjects in general were commanded to supply lists of men of military age, as they wished to know what their total forces amounted to. 10 Of corn, missiles and other war material they had laid such a supply as no one could remember to have been collected on any previous occasion. 11 On every side there was a ready disposition to help in every possible way; 12 for the inhabitants of Italy, terror-struck by the invasion of the Gauls, no longer thought of themselves as the allies of Rome or regarded this war as undertaken to establish Roman supremacy, but every man considered that the peril was descending on himself and his own city and country. 13 So there was great alacrity in obeying orders.

24 1 But, that it may appear from actual facts what a great power it was that Hannibal ventured to attack, and how mighty was that empire boldly confronting which he came so near his purpose as to bring great disasters on Rome, 2 I must state what were their resources and the actual number of their forces at this time. 3 Each of the Consuls was in  p301 command of four legions of Roman citizens, each consisting of five thousand two hundred foot and three hundred horse. 4 The allied forces in each Consular army numbered thirty thousand foot and two thousand horse. 5 The cavalry of the Sabines and Etruscans, who had come to the temporary assistance of Rome, were four thousand strong, their infantry above fifty thousand. 6 The Romans massed these forces and posted them on the frontier of Etruria under the command of a Praetor. 7 The levy of the Umbrians and Sarsinates inhabiting the Apennines amounted to about twenty thousand, and with these were twenty thousand Veneti and Cenomani. 8 These they stationed on the frontier of Gaul, to invade the territory of the Boii and divert them back from their expedition. 9 These were the armies protecting the Roman territory. In Rome itself there was a reserve force, ready for any war-contingency, consisting of twenty thousand foot and fifteen hundred horse, all Roman citizens, and thirty thousand foot and two thousand horse furnished by the allies. 10 The lists of men able to bear arms that had been returned were as follows. Latins eighty thousand foot and five thousand horse, Samnites seventy thousand foot and seven thousand horse, 11 Iapygians and Messapians fifty thousand foot and sixteen thousand horse in all, 12 Lucanians thirty thousand foot and three thousand horse, Marsi, Marrucini, Frentani, and Vestini twenty thousand foot and four thousand horse. 13 In Sicily and Tarentum were two reserve legions, each consisting of about four thousand  p303 two hundred foot and two hundred horse. 14 Of Romans and Campanians there were on the roll two hundred and fifty thousand footº and twenty-three thousand horse; 15 [a gloss has been bracketed here] 16 so that the total number of Romans and allies able to bear arms was more than seven hundred thousand foot and seventy thousand horse, 17 while Hannibal invaded Italy with an army of less than twenty thousand men. On this matter I shall be able to give my readers more explicit information in the course of this work.

25 1 The Celts, descending on Etruria, overran the country devastating it without let or hindrance and, as nobody appeared to oppose them, they marched on Rome itself. 2 When they had got as far as Clusium, a city three days' journey from Rome, news reached them that the advanced force which the Romans had posted in Etruria was on their heels and approaching. 3 On hearing this, they turned to meet it, eager to engage it. 4 At sunset the two armies were in close proximity, and encamped for the night at no great distance from each other. 5 After nightfall, the Celts lit their camp-fires, and, leaving orders with their cavalry to wait until daybreak and then, when visible to the enemy, to follow on their track, 6 they themselves secretly retreated to a town called Faesulae and posted themselves there, their intention being to wait for their cavalry, and also to put unexpected difficulties in the way of the enemy's  p305 attack. 7 At daybreak, the Romans, seeing the cavalry alone and thinking the Celts had taken to flight, followed the cavalry with all speed on the line of the Celts' retreat. 8 On their approaching the enemy, the Celts left their position and attacked them, and a conflict, at first very stubborn, took place, 9 in which finally the numbers and courage of the Celts prevailed, not fewer than six thousand Romans falling and the rest taking to flight. Most of them retreated to a hill of some natural strength where they remained. 10 The Celts at first attempted to besiege them, but as they were getting the worst of it, fatigued as they were by their long night march and the suffering and hardships it involved, they hastened to rest and refresh themselves, leaving a detachment of their cavalry to keep guard round the hill, 11 intending next day to besiege the fugitives, if they did not offer to surrender.

26 1 At this very time Lucius Aemilius, who was in command of the advanced force near the Adriatic, on hearing that the Celts had invaded Etruria and were approaching Rome, came in haste to help, fortunately arriving in the nick of time. 2 He encamped near the enemy, and the fugitives on the hill, seeing his camp-fires and understanding what had occurred, immediately plucked up courage and dispatched by night some unarmed messengers through the wood to announce to the commander the plight they were in. 3 On hearing of it and seeing that there was no alternative course under the circumstances, the latter ordered his Tribunes to march  p307 out the infantry at daybreak, he himself proceeding in advance with the cavalry towards the hill mentioned above. 4 The leaders of the Gauls, on seeing the camp-fires at night, surmised that the enemy had arrived and held a council 5 at which the King Aneroëstes expressed the opinion, that having captured so much booty (for it appears that the quantity of slaves, cattle and miscellaneous spoil was enormous), 6 they should not give battle again nor risk the fortune of the whole enterprise, but return home in safety, and having got rid of all their encumbrances and lightened themselves, return and, if advisable, try issues with the Romans. 7 It was decided under the circumstances to take the course recommended by Aneroëstes, and having come to this resolution in the night, they broke up their camp before daybreak and retreated along the sea-coast through Etruria. 8 Lucius now took with him from the hill the survivors of the other army and united them with his other forces. He thought it by no means advisable to risk a general battle, but decided to hang on the enemy's rear and watch for times and places favourable for inflicting damage on them or wresting some of the spoil from their hands.

27 1 Just at this time, Gaius Atilius, the other Consul, had reached Pisa from Sardinia with his legions and was on his way to Rome, marching in the opposite direction to the enemy. 2 When the Celts were near Telamon in Etruria, their advanced foragers encountered the advance guard of Gaius and were made prisoners. 3 On being examined by the Consul they  p309 narrated all that had recently occurred and told him of the presence of the two armies, stating that the Gauls were quite near and Lucius behind them. 4 The news surprised him but at the same time made him very hopeful, as he thought he had caught the Gauls on the march between the two armies. He ordered his Tribunes to put the legions in fighting order and to advance thus at marching pace in so far as the nature of the ground allowed the attack in line. 5 He himself had happily noticed a hill situated above the road by which the Celts must pass, and taking his cavalry with him, advanced at full speed, being anxious to occupy the crest of the hill before their arrival and be the first to begin the battle, feeling certain that thus he would get the largest share of credit for the result. 6 The Celts at first were ignorant of the arrival of Atilius and imagined from what they saw, that Aemilius' cavalry had got round their flank in the night and were engaged in occupying the position. They therefore at once sent on their own cavalry and some of their light-armed troops to dispute the possession of the hill. 7 But very soon they learnt of Gaius' presence from one of the prisoners brought in, and lost no time in drawing up their infantry, deploying them so that they faced both front and rear, 8 since, both from the intelligence that reached them and from what was happening before their eyes, they knew that the one army was following them, and they expected to meet the other in their front. 28 1 Aemilius, who had heard of the landing of the legions at Pisa but had not any idea that they were already  p311 so near him, now, when he saw the fight going on round the hill, knew that the other Roman army was quite close. 2 Accordingly, sending on his cavalry to help those who were fighting on the hill, he drew up his infantry in the usual order and advanced against the foe. 3 The Celts had drawn up fa­cing their rear, from which they expected Aemilius to attack, the Gaesatae from the Alps and behind them the Insubres, 4 and fa­cing in the opposite direction, ready to meet the attack of Gaius' legions, they placed the Taurisci and the Boii from the right bank of the Po. 5 Their wagons and chariots they stationed at the extremity of either wing and collected their booty on one of the neighbouring hills with a protecting force round it. 6 This order of the Celtic forces, fa­cing both ways, not only presented a formidable appearance, but was well adapted to the exigencies of the situation. 7 The Insubres and Boii wore their trousers and light cloaks, 8 but the Gaesatae had discarded these garments owing to their proud confidence in themselves, and stood naked, with nothing but their arms, in front of the whole army, thinking that thus they would be more efficient, as some of the ground was overgrown with brambles​c which would catch in their clothes and impede the use of their weapons. 9 At first the battle was confined to the hill, all the armies gazing on it, so great were the numbers of cavalry from each host  p313 combating there pell-mell. 10 In this action Gaius the Consul fell in the mellay fighting with desperate courage, and his head was brought to the Celtic kings; but the Roman cavalry, after a stubborn struggle, at length overmastered the enemy and gained possession of the hill. 11 The infantry were now close upon each other, and the spectacle was a strange and marvellous one, not only to those actually present at the battle, but to all who could afterwards picture it to themselves from the reports. 29 1 For in the first place, as the battle was between three armies, it is evident that the appearance and the movements of the forces marshalled against each other must have been in the highest degree strange and unusual. 2 Again, it must have been to all present, and still is to us, a matter of doubt whether the Celts, with the enemy advancing on them from both sides, were more dangerously situated, 3 or, on the contrary, more effectively, since at one and the same time they were fighting against both their enemies and were protecting themselves in the rear from both, while, above all, they were absolutely cut off from retreat or any prospect of escape in the case of defeat, 4 this being the peculiarity of this two-faced formation. 5 The Romans, however, were on the one hand encouraged by having caught the enemy between their two armies, but on the other they were terrified by the fine order of the Celtic host 6 and the dreadful din, for there were innumerable horn-blowers and trumpeters, and, as the whole army were shouting their war-cries at the same  p315 time, there was such a tumult of sound that it seemed that not only the trumpets and the soldiers but all the country round had got a voice and caught up the cry. 7 Very terrifying too were the appearance and the gestures of the naked warriors in front, 8 all in the prime of life, and finely built men, and all in the leading companies richly adorned with gold torques and armlets. 9 The sight of them indeed dismayed the Romans, but at the same time the prospect of winning such spoils made them twice as keen for the fight. 30 1 But when the javelineers advanced, as is their usage, from the ranks of the Roman legions and began to hurl their javelins in well-aimed volleys, the Celts in the rear ranks indeed were well protected by their trousers and cloaks, 2 but it fell out far otherwise than they had expected with the naked men in front, and they found themselves in a very difficult and helpless predicament. 3 For the Gaulish shield does not cover the whole body; so that their nakedness was a disadvantage, and the bigger they were​5 the better chance had the missiles of going home. 4 At length, unable to drive off the javelineers owing to the distance and the hail of javelins, and reduced to the utmost distress and perplexity, some of them, in their impotent rage, rushed wildly on the enemy and sacrificed their lives, while others, retreating step by step on the ranks of their comrades, threw them into disorder by their display of faint-heartedness. 5 Thus was the spirit of the Gaesatae broken down by the javelineers; 6 but the main body of the Insubres,  p317 Boii, and Taurisci, once the javelineers had withdrawn into the ranks and the Roman maniples attacked them, met the enemy and kept up a stubborn hand-to‑hand combat. 7 For, though being almost cut to pieces, they held their ground, equal to their foes in courage, and inferior only, as a force and individually, in their arms. 8 The Roman shields, it should be added, were far more serviceable for defence and their swords for attack, the Gaulish sword being only good for a cut and not for a thrust. 9 But finally, attacked from higher ground and on their flank by the Roman cavalry, which rode down the hill and charged them vigorously, the Celtic infantry were cut to pieces where they stood, their cavalry taking to flight.

31 1 About forty thousand Celts were slain and at least ten thousand taken prisoners, among them the king Concolitanus. 2 The other king, Aneroëstes, escaped with a few followers to a certain place where he put an end to his life and to those of his friends. 3 The Roman Consul collected the spoils and sent them to Rome, returning the booty of the Gauls to the owners. 4 With his legions he traversed Liguria and invaded the territory of the Boii, from whence, after letting his legions pillage to their heart's content, he returned at their head in a few days to Rome. 5 He sent to ornament the Capitol the standards and necklaces (the gold necklets worn by the Gauls), 6 but the rest of the spoil and the prisoners he used for his entry into Rome and the adornment of his triumph.

 p319  7 Thus were destroyed these Celts during whose invasion, the most serious that had ever occurred, all the Italians and especially the Romans had been exposed to great and terrible peril. 8 This success encouraged the Romans to hope that they would be able entirely to expel the Celts from the plain of the Po and both the Consuls of the next year, Quintus Fulvius and Titus Manlius, were sent against them with a formidable expeditionary force. 9 They surprised and terrified the Boii, compelling them to submit to Rome, 10 but the rest of the campaign had no practical results whatever, owing to the very heavy rains, and an epidemic which broke out among them.

32 1 Next year's Consuls, however, Publius Furius and Gaius Flaminius, again invaded the Celtic territory, through the country of the Anares who dwelt not far from Marseilles. 2 Having admitted this tribe to their friendship, they crossed into the territory of the Insubres, near the junction of the Po and Adda. 3 Both in crossing and in encamping on the other side, they suffered some loss, and at first remained on the spot, but later made a truce and evacuated the territory under its terms. 4 After a circuitous march of some days, they crossed the river Clusius and reached the country of the Cenomani, who were their allies, and accompanied by them, again invaded from the district at the foot of the Alps the plains of the Insubres and began to lay the country waste and pillage their dwellings. 5 The chieftains of the Insubres, seeing that the  p321 Romans adhered to their purpose of attacking them, decided to try their luck in a decisive battle. 6 Collecting all their forces in one place, they took down the golden standards called "immovable" from the temple of Minerva, and having made all other necessary preparations, boldly took up a mena­cing position opposite the enemy. They were about fifty thousand strong. 7 The Romans, on the one hand, as they saw that the enemy were much more numerous than themselves, were desirous of employing also the forces of their Celtic allies, 8 but on the other hand, taking into consideration Gaulish fickleness and the fact that they were going to fight against those of the same nation as these allies, they were wary of asking such men to participate in an action of such vital importance. 9 Finally, remaining themselves on their side of the river, they sent the Celts who were with them across it, and demolished the bridges that crossed the stream, 10 firstly as a precaution against their allies, and secondly to leave themselves no hope of safety except in victory, the river, which was impassable, lying in their rear. 11 After taking these measures they prepared for battle.

33 1 The Romans are thought to have managed matters very skilfully in this battle, their tribunes having instructed them how they should fight, both as individuals and collectively. 2 For they had observed from former battles that Gauls in general are most formidable and spirited in their first onslaught, 3 while still fresh, and that, from the way  p323 their swords are made, as has been already explained, only the first cut takes effect; after this they at once assume the shape of a strigil, being so much bent both length-wise and side-wise that unless the men are given leisure to rest them on the ground and set them straight with the foot, the second blow is quite ineffectual. 4 The tribunes therefore distributed among the front lines the spears of the triarii who were stationed behind them, ordering them to use their swords instead only after the spears were done with. 5 They then drew up opposite the Celts in order of battle and engaged. Upon the Gauls slashing first at the spears and making their swords unserviceable the Romans came to close quarters, having rendered the enemy helpless by depriving them of the power of raising their hands and cutting, which is the peculiar and only stroke of the Gauls, as their swords have no points. 6 The Romans, on the contrary, instead of slashing continued to thrust with their swords which did not bend, the points being very effective. Thus, striking one blow after another on the breast or face, they slew the greater part of their adversaries. This was solely due to the foresight of the tribunes, 7 the Consul Flaminius being thought to have mismanaged the battle by deploying his force at the very edge of the river-bank and thus rendering impossible a tactical movement peculiar to the Romans, as he left the lines no room to fall back gradually. 8 For had the troops been even in the slightest degree pushed back from their ground during the battle, they would have had to throw themselves into the river, all owing to their general's blunder. 9 However, as it was, they gained a decisive victory by their own skill and valour, as I said, and  p325 returned to Rome with a quantity of booty and many trophies.

34 1 Next year the Celts sent ambassadors begging for peace and engaging to accept any conditions, but the new Consuls Marcus Claudius and Gnaeus Cornelius strongly urged that no peace should be granted them. 2 On meeting with a refusal, the Celts decided to resort to their last hope and again appealed to the Gaesatae on the Rhone, and hired a force of about thirty thousand men. When they had these troops they kept them in readiness and awaited the attack of the enemy. 3 The Roman Consuls, when the season came, invaded the territory of the Insubres with their legions. 4 Encamping round a city called Acerrae lying between the Po and the Alps, they laid siege to it. 5 The Insubres could not come to the assistance of the besieged, as the Romans had occupied all the advantageous positions, but, with the object of making the latter raise the siege, they crossed the Po with part of their forces, and entering the territory of the Anares, laid siege to a town there called Clastidium. 6 On the Consuls learning of this, Marcus Claudius set off in haste with the cavalry and a small body of infantry to relieve the besieged if possible. 7 The Celts, as soon as they were aware of the enemy's arrival, raised the siege and advancing to meet them, drew up in order of battle. 8 When the Romans boldly charged them with their cavalry alone, they at first stood firm, but afterwards, being taken both in the rear and on the flank, they found themselves in difficulties and were finally put to rout by the cavalry unaided,  p327 9 many of them throwing themselves into the river and being swept away by the current, while the larger number were cut to pieces by the enemy. 10 The Romans now took Acerrae, which was well stocked with corn, the Gauls retiring to Mediolanum, the chief place in the territory of the Insubres. 11 Gnaeus followed close on their heels, and suddenly appeared before Mediolanum. 12 The Gauls at first did not stir, but, when he was on his way back to Acerrae, they sallied out, and made a bold attack on his rear, in which they killed a considerable number of the Romans and even forced a portion of them to take to flight, 13 until Gnaeus, calling back the forces in advance, urged the fugitives to rally and withstand the enemy. 14 After this the Romans, on their part obeying their Consul, continued to fight vigorously with their assailants, 15 and the Celts after holding their ground for a time, encouraged as they were by their momentary success, were shortly put to flight and took refuge on the mountains. Gnaeus, following them, laid waste the country and took Mediolanum itself by assault, 35 1 upon which the chieftains of the Insubres, despairing of safety, put themselves entirely at the mercy of the Romans.

2 Such was the end of the war against the Celts, a war which, if we look to the desperation and daring of the combatants and the numbers who took part and perished in the battles, is second to no war in history, 3 but is quite contemptible as regards the plan of the campaigns, and the judgement shown in executing it, not most steps but  p329 every single step that the Gauls took being commended to them rather by the heat of passion than by cool calculation. 4 As I have witnessed them not long afterwards entirely expelled from the plain of the Po, except a few regions close under the Alps, I did not think it right to make no mention either of their original invasion or of their subsequent conduct and their final expulsion; 5 for I think it is the proper task of History to record and hand down to future generations such episodes of Fortune, that those who live after us may not, owing to entire ignorance of these incidents, be unduly terrified by sudden and unexpected invasions of barbarians, 6 but that, having a fair comprehension of how short-lived and perishable is the might of such peoples, they may confront the invaders and put every hope of safety to the test, before yielding a jot of anything they value. 7 For indeed I consider that the writers who chronicled and handed down to us the story of the Persian invasion of Greece and the attack of the Gauls on Delphi have made no small contribution to the struggle of the Hellenes for their common liberty. 8 For there is no one whom hosts of men or abundance of arms or vast resources could frighten into abandoning his last hope, that is to fight to the end for his native land, if he kept before his eyes what part the unexpected played in those events, and bore in mind how many myriads of men, what determined courage and what armaments were brought to nought by the resolve and power of those who faced the danger with intelligence and coolness. 9 It is not only in old times but more than once in my own days that the Greeks have been alarmed by the prospect of a Gaulish invasion; 10 and this especially  p331 was my motive for giving here an account of these events, summary indeed, but going back to the beginnings.

36 1 This digression has led us away from the affairs of Spain, where Hasdrubal, after governing the country for eight years, was assassinated at night in his lodging by a certain Celt owing to wrongs of a private nature. 2 He had largely increased the power of Carthage, not so much by military action as by friendly intercourse with the chiefs. 3 The Carthaginians appointed Hannibal to the chief command in Spain, although he was still young, owing to the shrewdness and courage he had evinced in their service. 4 From the moment that he assumed the command, it was evident from the measures he took that he intended to make war on Rome, as indeed he finished by doing, and that very shortly. 5 The relations between Carthage and Rome were henceforth characterized by mutual suspicion and friction. 6 The Carthaginians continued to form designs against Rome as they were eager to be revenged for their reverses in Sicily, while the Romans, detecting their projects, mistrusted them profoundly. 7 It was therefore evident to all competent judges that it would not be long before war broke out between them.

37 1 It was about this time that the Achaeans and King Philip with their allies began the war against the Aetolians known as the Social War. 2 I have now given a continuous sketch, suitable to this preliminary plan of my book, of events in Sicily, Libya and so forth, down to the beginning of the Social War and that second war between the Romans and Carthaginians  p333 usually known as the Hannibalic War. This, as I stated at the outset, is the date at which I purpose to begin my general history, 3 and, now bidding good-bye for the present to the West, I must turn to the affairs of Greece, so that everywhere alike I may bring down this preliminary or introductory sketch to the same date, and, having done so, start on my detailed narrative. 4 For as I am not, like former historians, dealing with the history of one nation, such as Greece or Persia, but have undertaken to describe the events occurring in all known parts of the world — my own times having, as I will more clearly explain elsewhere, materially contributed to my purpose — 5 I must, before entering on the main portion of my work, touch briefly on the state of principal and best known nations and countries of the world. 6 As for Asia and Egypt, it will suffice to mention what took place there after the above date, since their previous history has been written by many and is familiar to all, besides which in our own times Fortune has wrought no such surprising change in these countries as to render any notice of their past necessary. 7 But as regards the Achaean nation and the royal house of Macedon it will be proper to refer briefly to earlier events, since our times have seen, in the case of the latter, its complete destruction, 8 and in the case of the Achaeans, as I said, a growth of power and a political union in the highest degree remarkable. 9 For while many  p335 have attempted in the past to induce the Peloponnesians to adopt a common policy, no one ever succeeding, as each was working not in the cause of general liberty, but for his own aggrandizement, 10 this object has been so much advanced, and so nearly attained, in my own time that not only have they formed an allied and friendly community, but they have the same laws, weights, measures and coinage, as well as the same magistrates, senate, and courts of justice, 11 and the whole Peloponnesus only falls short of being a single city in the fact of its inhabitants not being enclosed by one wall, all other things being, both as regards the whole and as regards each separate town, very nearly identical.

38 1 In the first place it is of some service to learn how and by what means all the Peloponnesians came to be called Achaeans. 2 For the people whose original and ancestral name this was are distinguished neither by the extent of their territory, nor by the number of their cities, nor by exceptional wealth or the exceptional valour of their citizens. 3 Both the Arcadian and Laconian nations far exceed them, indeed, in population and the size of their countries, and certainly neither of the two could ever bring themselves to yield to any Greek people the palm for military valour. 4 How is it, then, that both these two peoples and the rest of the Peloponnesians have consented to change not only their political institutions for those of the Achaeans, but even their name? 5 It is evident that we should not say it is the result of chance, for that is a poor explanation. We must rather seek for a cause, for every event whether probable or improbable must  p337 have some cause. The cause here, I believe to be more or less the following. 6 One could not find a political system and principle so favourable to equality and freedom of speech, in a word so sincerely democratic, as that of the Achaean league. 7 Owing to this, while some of the Peloponnesians chose to join it of their own free will, it won many others by persuasion and argument, and those whom it forced to adhere to it when the occasion presented itself suddenly underwent a change and became quite reconciled to their position. 8 For by reserving no special privileges for original members, and putting all new adherents exactly on the same footing, it soon attained the aim it had set itself, being aided by two very power­ful coadjutors, equality and humanity. 9 We must therefore look upon this as the initiator and cause of that union that has established the present prosperity of the Peloponnese.

10 These characteristic principles and constitution had existed in Achaea from an early date. 11 There is abundant testimony of this, but for the present it will suffice to cite one or two instances in confirmation of this assertion. 39 1 When, in the district of Italy, then known as Greater Hellas,​6 the club-houses of the Pythagoreans were burnt down, 2 there ensued, as was natural, a general revolutionary movement, the leading citizens of each city having then unexpectedly perished, and in all the Greek towns of the district murder, sedition, and every kind of disturbance were rife. 3 Embassies arrived from most parts of Greece offering their services as peacemakers,  p339 4 but it was the Achaeans on whom these cities placed most reliance and to whom they committed the task of putting an end to their present troubles. 5 And it was not only at this period that they showed their approval of Achaean political principles; but a short time afterwards, they resolved to model their own constitution exactly on that of the League. 6 The Crotonians, Sybarites and Caulonians, having called a conference and formed a league, first of all established a common temple and holy place of Zeus Amarius​7 in which to hold their meetings and debates, and next, adopting the customs and laws of the Achaeans, decided to conduct their government according to them. 7 It was only indeed the tyranny of Dionysius of Syracuse and their subjection to the barbarian tribes around them which defeated this purpose and forced them to abandon these institutions, much against their will. 8 Again, subsequently, when the Lacedaemonians were unexpectedly defeated at Leuctra, and the Thebans, as unexpectedly, claimed the hegemony of Greece, great uncertainty prevailed in the whole country and especially among these two peoples, the Lacedaemonians not acknowledging their defeat, and the Thebans not wholly believing in their victory. 9 They, however, referred the points in dispute to the Achaeans alone among all the Greeks, 10 not taking their power into consideration, for they were then almost the weakest state in Greece, but in view of their trustworthiness and high character in every respect. For indeed this opinion of them was at that time, as is generally acknowledged, held by all.

 p341  11 Up to now, these principles of government had merely existed amongst them, but had resulted in no practical steps worthy of mention for the increase of the Achaean power, 12 since the country seemed unable to produce a statesman worthy of those principles, anyone who showed a tendency to act so being thrown into the dark and hampered either by the Lacedaemonian power or still more by that of Macedon. 40 1 When, however, in due time, they found statesmen capable of enforcing them, their power at once became manifest, and the League achieved the splendid result of uniting all the Peloponnesian states. 2 Aratus of Sicyon should be regarded as the initiator and conceiver of the project; it was Philopoemen of Megalopolis who promoted and finally realized it, while Lycortas​8 and his party were those who assured the permanency, for a time at least, of this union. 3 I will attempt to indicate how and at what date each of the three contributed to the result, without transgressing the limits I have set to this part of my work. 4 Aratus' government, however, will be dealt with here and in future quite summarily, as he published a truthful and clearly written memoir of his own career; 5 but the achievements of the two others will be narrated in greater detail and at more length. I think it will be easiest for myself to set forth the narrative and for my readers to follow it if I begin from the period when, after the dissolution of the Achaean League by the kings of Macedonia, the cities began again to approach each other with a view to its renewal. 6 Henceforward the League continued to grow until  p343 it reached in my own time the state of completion I have just been describing.

41 1 It was in the 124th Olympiad that Patrae and Dyme took the initiative, by entering into a league, 2 just about the date of the deaths of Ptolemy son of Lagus, Lysimachus, Seleucus, and Ptolemy Ceraunus, which all occurred in this Olympiad. 3 The condition of the Achaean nation before this date had been more or less as follows. 4 Their first king was Tisamenus the son of Orestes, who, when expelled from Sparta on the return of the Heraclidae, occupied Achaea, and they continued to be ruled by kings of his house down to Ogygus. 5 Being dissatisfied with the rule of Ogygus' sons, which was despotical and not constitutional, they changed their government to a democracy. 6 After this, down to the reigns of Alexander and Philip, their fortunes varied according to circumstances, but they always endeavoured, as I said, to keep their League a democracy. 7 This consisted of twelve cities, which still all exist with the exception of Olenus and of Helice which was engulfed by the sea a little before the battle of Leuctra. 8 These cities are Patrae, Dyme, Pharae, Tritaea, Leontium, Aegium, Aegira, Pellene, Bura, and Caryneia. 9 After the time of Alexander and previous to the above Olympiad they fell, chiefly thanks to the kings of Macedon, into such a state of  p345 discord and ill-feeling that all the cities separated from the League and began to act against each others' interests. 10 The consequence was that some of them were garrisoned by Demetrius and Cassander and afterwards by Antigonus Gonatas, and some even had tyrants imposed on them by the latter, who planted more monarchs in Greece than any other king. 11 But, as I said above, about the 124th Olympiad they began to repent and form fresh leagues. (This was about the date of Pyrrhus' crossing to Italy.) 12 The first cities to do so were Dyme, Patrae, Tritaea, and Pharae, and for this reason we do not even find any formal inscribed record of their adherence to the League. 13 About five years afterwards the people of Aegium expelled their garrison and joined the League, and the Burians were the next to do so, after putting their tyrant to death. 14 Caryneia joined almost at the same time, for Iseas, its tyrant, when he saw the garrison expelled from Aegium, and the monarch of Bura killed by Margus and the Achaeans, and war just about to be made on himself by all the towns round, 15 abdicated and, on receiving an assurance from the Achaeans that his life would be spared, added his city to the League.

42 1 Why, the reader will ask, do I go back to these times? It is, firstly, to show which of the original Achaean cities took the first steps to re-form the League and at what dates, 2 and, secondly, that my assertion regarding their political principle may  p347 be confirmed by the actual evidence of facts. 3 What I asserted was that the Achaeans always followed one single policy, ever attracting others by the offer of their own equality and liberty and ever making war on and crushing those who either themselves or through the kings attempted to enslave their native cities, and that, in this manner and pursuing this purpose, they accomplished their task in part unaided and in part with the help of allies. 4 For the Achaean political principle must be credited also with the results furthering their end, to which their allies in subsequent years contributed. 5 Though they took so much part in the enterprises of others, and especially in many of those of the Romans which resulted brilliantly, they never showed the least desire to gain any private profit from their success, 6 but demanded, in exchange for the zealous aid they rendered their allies, nothing beyond the liberty of all states and the union of the Peloponnesians. 7 This will be more clearly evident when we come to see the League in active operation.

43 1 For twenty-five years, then, this league of cities continued, electing for a certain period a Secretary of state and two Strategi. 2 After this they decided to elect one Strategus and entrust him with the general direction of their affairs, the first to be nominated to this honourable office being Margus of Caryneia. 3 Four years later during Margus' term of office, Aratus of Sicyon, though only twenty years of age, freed his city from its tyrant by his enterprise and courage, and, having always been a passionate admirer of the Achaean polity, made his own city a member of the League. 4 Eight years  p349 after this, during his second term of office as Strategus, he laid a plot to rule the citadel of Corinth which was held by Antigonus, thus delivering the Peloponnesians from a great source of fear, and induced the city he had liberated to join the League. In the same term of office he obtained the adhesion of Megara to the Achaeans by the same means. 5 These events took place in the year before that defeat of the Carthaginians which forced them to evacuate Sicily and submit for the first time to pay tribute to Rome. 6 Having in so short a space of time thus materially advanced his projects, he continued to govern the Achaean nation, 7 all his schemes and action being directed to one object, 8 the expulsion of the Macedonians from the Peloponnese, the suppression of the tyrants, and the re-establishment on a sure basis of the ancient freedom of every state. 9 During the life of Antigonus Gonatasº he continued to offer a most effectual opposition both to the meddlesomeness of this king and the lust for power of the Aetolians, 10 although the two were so unscrupulous and venturesome that they entered into an arrangement for the purpose of dissolving the Achaean League. 44 1 But, on the death of Antigonus, the Achaeans even made an alliance with the Aetolians and supported them ungrudgingly in the war against Demetrius, so that, for the time at least, their estrangement and hostility ceased, and a more or less friendly and sociable feeling sprang up between them. 2 Demetrius only reigned for ten years, his death taking place at the time the Romans first crossed to Illyria, and after this the tide of  p351 events seemed to flow for a time in favour of the Achaeans' constant purpose; 3 for the Peloponnesian tyrants were much cast down by the death of Demetrius, who had been, so to speak, their furnisher and paymaster, and equally so by the threatening attitude of Aratus, who demanded that they should depose themselves, offering abundance of gifts and honours to those who consented to do so, and mena­cing those who turned a deaf ear to him with still more abundant chastisement on the part of the Achaeans. 4 They therefore hurried to accede to his demand, laying down their tyrannies, setting their respective cities free, 5 and joining the Achaean League. Lydiades of Megalopolis had even foreseen what was likely to happen, and with great wisdom and good sense had forestalled the death of Demetrius and of his own free will laid down his tyranny and adhered to the national government. 6 Afterwards Aristomachus, tyrant of Argos, Xenon, tyrant of Hermione, and Cleonymus, tyrant of Phlius, also resigned and joined the democratic Achaean League.

45 1 The League being thus materially increased in extent and power, the Aetolians, owing to that unprincipled passion for aggrandizement which is natural to them, either out of envy or rather in the hope of partitioning the cities, as they had partitioned those of Acarnania with Alexander and had previously proposed to do regarding Achaea with Antigonus Gonatas, 2 went so far as to join hands with Antigonus Doson, then regent of Macedonia and guardian to Philip,  p353 who was still a child, and Cleomenes, king of Sparta. 3 They saw that Antigonus was undisputed master of Macedonia and at the same time the open and avowed enemy of the Achaeans owing to their seizure by treachery of the Acrocorinthus, 4 and they supposed that if they could get the Lacedaemonians also to join them in their project, exciting first their animosity against the League, they could easily crush the Achaeans by attacking them at the proper time all at once and from all quarters. 5 This indeed they would in all probability soon have done, but for the most important factor which they had over­looked in their plans. They never took into consideration that in this undertaking they would have Aratus as their opponent, a man capable of meeting any emergency. 6 Consequently the result of their intrigues and unjust aggression was that not only did they entirely fail in their designs, but on the contrary consolidated the power of the League, and of Aratus who was then Strategus, as he most adroitly diverted and spoilt all their plans. 7 How he managed all this the following narrative will show.

46 1 Aratus saw that the Aetolians were ashamed of openly declaring war on them, as it was so very recently that the Achaeans had helped them in their war against Demetrius, 2 but that they were so much of one mind with the Lacedaemonians and so jealous of the Achaeans that when Cleomenes broke faith with them and possessed himself of Tegea, Mantinea, and Orchomenus, cities which were not only allies of the Aetolians, but at the time members of their league, they not only showed no resentment, but  p355 actually set their seal to his occupation. 3 He saw too that they, who on previous occasions, owing to their lust of aggrandizement, found any pretext adequate for making war on those who had done them no wrong, now allowed themselves to be treacherously attacked and to suffer the loss of some of their largest cities simply in order to see Cleomenes become a really formidable antagonist of the Achaeans. 4 Aratus, therefore, and all the leading men of the Achaean League decided not to take the initiative in going to war with anyone, but to resist Spartan aggression. 5 This at least was their first resolve; but when shortly afterwards Cleomenes boldly began to fortify against them the so‑called Athenaeum in the territory of Megalopolis, and to show himself their avowed and bitter enemy, 6 they called the Council of the League together and decided on open war with Sparta.

7 This was the date at which the war known as the Cleomenic war began; and such was its origin. 47 1 The Achaeans at first decided to face the Lacedaemonian single-handed, considering it in the first place most honourable not to owe their safety to others but to protect their cities and country unaided, 2 and also desiring to maintain their friendship with Ptolemy owing to the obligations they were under to him, and not to appear to him to be seeking aid elsewhere. 3 But when the war had lasted for some time, and Cleomenes, having overthrown the ancient polity at Sparta and changed the constitutional  p357 kingship into a tyranny, showed great energy and daring in the conduct of the campaign, 4 Aratus, foreseeing what was likely to happen and dreading the reckless audacity of the Aetolians, determined to be beforehand with them and spoil their plans. 5 He perceived that Antigonus was a man of energy and sound sense, and that he claimed to be a man of honour, but he knew that kings do not regard anyone as their natural foe or friend, but measure friendship and enmity by the sole standard of expediency. 6 He therefore decided to approach that monarch and put himself on confidential terms with him, pointing out to him to what the present course of affairs would probably lead. 7 Now for several reasons he did not think it expedient to do this overtly. In the first place he would thus expect himself to being outbidden in his project by Cleomenes and the Aetolians, 8 and next he would damage the spirit of the Achaean troops by thus appealing to an enemy and appearing to have entirely abandoned the hopes he had placed in them — this being the very last thing he wished them to think. 9 Therefore, having formed his plan, he decided to carry it out by covert means. 10 He was consequently compelled in public both to do and to say many things quite contrary to his real intention, so as to keep his design concealed by creating the exactly opposite impression. 11 For this reason there are some such matters that he does not even refer to in his Memoirs.

48 1 He knew that the people of Megalopolis were suffering severely from the war, as owing to their being on the Lacedaemonian border, they had to bear the full brunt of it, and could not receive proper  p359 assistance from the Achaeans, as the latter were themselves in difficulties and distress. 2 As he also knew for a surety that they were well disposed to the royal house of Macedon ever since the favours received in the time of Philip, son of Amyntas, 3 he felt sure that, hard pressed as they were by Cleomenes, they would be very ready to take refuge in Antigonus and hopes of safety from Macedonia. 4 He therefore communicated his project confidentially to Nicophanes and Cercidas of Megalopolis who were family friends of his own and well suited for the business, 5 and he had no difficulty through them in inciting the Megalopolitans to send an embassy to the Achaeans begging them to appeal to Antigonus for help. 6 Nicophanes and Cercidas themselves were appointed envoys by the Megalopolitans, in the first place to the Achaeans and next, if the League consented, with orders to proceed at once to Antigonus. 7 The Achaeans agreed to allow the Megalopolitans to send an embassy; 8 and with the other ambassadors hastened to meet the king. They said no more than was strictly necessary on the subject of their own city, treating this matter briefly and summarily, but dwelt at length on the general situation, in the sense that Aratus had directed and prompted. 49 1 He had charged them to point out the importance and the probable consequences of the common action of the Aetolians and Cleomenes, representing that in the first place the Achaeans were imperilled by it and next 2 and in a larger measure Antigonus himself. For it was perfectly evident to all that the Achaeans could not hold out against both adversaries, and it was still more easy for any person of intelligence to see that, if the Aetolians and Cleomenes were success­ful, they  p361 would surely not rest content and be satisfied with their advantage. 3 The Aetolian schemes of territorial aggrandizement would never stop short of the boundaries of the Peloponnese or even those of Greece itself, 4 while Cleomenes' personal ambition, and far-reaching projects, though for the present he aimed only at supremacy in the Peloponnese, would, on his attaining this, at once develop into a claim to be over-lord of all Hellas, 5 a thing impossible without his first putting an end to the dominion of Macedon. 6 They implored him then to look to the future and consider which was most in his interest, to fight in the Peloponnese against Cleomenes for the supremacy of Greece with the support of the Achaeans and Boeotians, or to abandon the greatest of the Greek nations to its fate and then do battle in Thessaly for the throne of Macedonia with the Aetolians, Boeotians, Achaeans, and Spartans all at once. 7 Should the Aetolians, still pretending to have scruples owing to the benefits received from the Achaeans in their war with Demetrius, continue their present inaction, the Achaeans alone, they said, would fight against Cleomenes, and, if Fortune favoured them, would require no help; 8 but should they meet with ill-success and be attacked by the Aetolians also, they entreated him to take good heed and not let the opportunity slip, but come to the aid of the Peloponnesians while it was still possible to save them. 9 As for conditions of alliance and the return they could offer him for his support, they said he need not concern himself, for once the service they demanded was being actually rendered, they promised him that Aratus would find terms satisfactory to both parties. 10 Aratus himself, they said, would also indicate the date at which they required his aid.

 p363  50 1 Antigonus, having listened to them, felt convinced that Aratus took a true and practical view of the situation, and carefully considered the next steps to be taken, 2 promising the Megalopolitans by letter to come to their assistance if such was the wish of the Achaeans too. 3 Upon Nicophanes and Cercidas returning home and delivering the king's letter, assuring at the same time their people of his good-will towards them and readiness to be of service, 4 the Megalopolitans were much elated and most ready to go to the Council of the League and beg them to invite the aid of Antigonus and at once put the direction of affairs in his hands. 5 Aratus had private information from Nicophanes of the king's favourable inclination towards the League and himself, and was much gratified to find that his project had not been futile, and that he had not, as the Aetolians had hoped, found Antigonus entirely alienated from him. 6 He considered it a great advantage that the Megalopolitans had readily consented to approach Antigonus through the Achaeans; 7 for, as I said above, what he chiefly desired was not to be in need of asking for help also, but if it became necessary to resort to this, he wished the appeal to come not only from himself personally, but from the League as a whole. 8 For he was afraid that if the king appeared on the scene and, after conquering Cleomenes and the Lacedaemonians, took any measures the reverse of welcome regarding the League, he himself would be universally blamed for what happened, 9 as the king would seem to have justice on his side owing to Aratus' offence against the house of Macedon in  p365 the case of the Acrocorinthus. 10 Therefore, when the Megalopolitans appeared before the General Council of the League, and showing the king's letter, assured them of his general friendly sentiments, at the same time begging the Achaeans to ask for his intervention at once, 11 and when Aratus saw that this was the inclination of the Achaeans also, he rose, and after expressing his gratification at the king's readiness to assist them and his approval of the attitude of the meeting, he addressed them at some length, begging them if possible to attempt to save their cities and country by their own efforts, that being the most honourable and advantageous course, but, should adverse fortune prevent this, then, but only when they had no hope left in their own resources, he advised them to resort to an appeal to their friends for aid. 51 1 The people applauded his speech, and a decree was passed to leave things as they were for the present and conduct the war unaided. 2 But a series of disasters overtook them. In the first place Ptolemy threw over the League and began to give financial support to Cleomenes with a view of setting him on to attack Antigonus, as he hoped to be able to keep in check more effectually the projects of the Macedonian kings with the support of the Lacedaemonians than with that of the Achaeans. 3 Next the Achaeans were worsted by Cleomenes while on the march near the Lycaeum and again in a pitched battle at a place in the territory of Megalopolis called Ladoceia, Lydiades falling here, and finally their whole force met with utter defeat at the Hecatombaeum in the territory of Dyme. 4 Circumstances now no longer permitting delay, they were compelled by their position to  p367 appeal with one voice to Antigonus. 5 Aratus on this occasion sent his son as envoy to the king and ratified the terms of the alliance. 6 They were, however, in considerable doubt and difficulty about the Acrocorinthus, as they did not think Antigonus would come to their assistance unless it were restored to him, so that he could use Corinth as a base for the present war, nor could they go to the length of handing over the Corinthians against their will to Macedon. 7 This even caused at first an adjournment of the Council for the consideration of the guarantees they offered.

52 1 Cleomenes, having inspired terror by the victories I mentioned, henceforth made an unimpeded progress through the cities, gaining some by persuasion and others by threats. 2 He annexed in this manner Caphyae, Pellene, Pheneus, Argos, Phlius, Cleonae, Epidaurus, Hermione, Troezen, and finally Corinth. He now sat down in front of Sicyon, but he had solved the chief difficulty of the Achaeans; 3 for the Corinthians by ordering Aratus, who was then Strategus, and the Achaeans to quit Corinth, and by sending to invite Cleomenes, furnished the Achaeans with good and reasonable ground for offering to Antigonus the Acrocorinthus then held by them. 4 Availing himself of this, Aratus not only atoned for his former offence to the royal house, but gave sufficient guarantee of future loyalty, further providing Antigonus with a base for the war against the Lacedaemonians.

5 Cleomenes, when he became aware of the understanding  p369 between the Achaeans and Antigonus, left Sicyon and encamped on the Isthmus, uniting by a •palisade and trench the Acrocorinthus and the mountain called the Ass's Back, regarding confidently the whole Peloponnese as being henceforth his own domain. 6 Antigonus had been for long making his preparations, awaiting the turn of events, as Aratus had recommended, 7 but now, judging from the progress of events that Cleomenes was on the point of appearing in Thessaly with his army, he communicated with Aratus and the Achaeans reminding them of the terms of their treaty, and passing though Euboea with his forces, reached the Isthmus, 8 the Aetolians having, in addition to other measures they took to prevent his assisting the Achaeans, forbidden him to advance with an army beyond Thermopylae, threatening, if he attempted it, to oppose his passage.

9 Antigonus and Cleomenes now faced each other, the former bent on penetrating into the Peloponnese and the latter on preventing him. 53 1 The Achaeans, although they had suffered such very serious reverses, yet did not abandon their purpose or their self-reliance, 2 but on Aristoteles of Argos revolting against the partisans of Cleomenes, they sent a force to his assistance and entering the city by surprise under the command of their Strategus, Timoxenus, established themselves there. 3 We should look on this achievement as the principal cause of the improvement in their fortunes which ensued. For events clearly showed that it was this which checked Cleomenes' ardour and subdued in advance the spirit of his troops. 4 Though his position was  p371 stronger than that of Antigonus, and he was much better off for supplies, as well as animated by greater courage and ambition, 5 no sooner did the news reach him that Argos had been seized by the Achaeans than he instantly took himself off, abandoning all these advantages, and made a precipitate retreat, fearing to be surrounded on all sides by the enemy. 6 Gaining entrance to Argos he possessed himself of part of the city, but, on the Achaeans making a gallant resistance, in which the Argives joined with all the zeal of renegades, this plan broke down too, and, marching by way of Mantinea, he returned to Sparta.

54 1 Antigonus now safely entered the Peloponnese and took possession of the Acrocorinthus and, without wasting any time there, pushed on and reached Argos. 2 Having thanked the Argives and put matters in the city on a proper footing, he moved on again at once, making for Arcadia. 3 After having ejected the garrisons from the forts that Cleomenes had built there to command the country in the territory of Aegys and Belbina, and handed over these forts to the Megalopolitans, he returned to Aegium where the Council of the Achaean League was in session. 4 He gave them an account of the measures he had taken and arranged with them for the future conduct of the war. They thereupon appointed him commander-in‑chief of all the allied forces, 5 and after this he retired for a short time to his winter quarters near Sicyon and Corinth. Early in spring he advanced with his army 6 and reached Tegea in three days. Here the Achaeans joined him, and the  p373 siege of the city was opened. 7 The Macedonians conducted the siege energetically, especially by mining, and the Tegeans soon gave up all hope of holding out and surrendered. 8 Antigonus, after securing the city, continued to pursue his plan of campaign and advanced rapidly on Laconia. 9 He encountered Cleomenes posted on the frontier to defend Laconia and began to harass him, a few skirmishes taking place; 10 but on learning from his scouts that the troops from Orchomenus had left to come to the aid of Cleomenes, he at once hastily broke up his camp and hurried thither. 11 He surprised Orchomenus, and captured it by assault, and after this he laid siegeº to Mantinea 12 which likewise the Macedonians soon frightened into submission and then he advanced on Heraea and Telphusa 13 which the inhabitants surrendered to him of their own accord. The winter was now approaching. Antigonus came to Aegium to be present at the meeting of the Achaean Synod, 14 and dismissing all his Macedonians to their homes for the winter, occupied himself in discussing the present situation with the Achaeans and making joint plans for the future.

55 1 Cleomenes at this juncture had observed that Antigonus had dismissed his other troops and, keeping only his mercenaries with him, was spending the time at Aegium at a distance of three days' march from Megalopolis. 2 He knew that this latter city was very difficult to defend, owing to its extent and partial desolation, that it was at present very carelessly guarded owing to the presence of Antigonus in the Peloponnese, and above all that it had lost the  p375 greater part of its citizens of military age in the battles at the Lycaeum and at Ladoceia. 3 He therefore procured the co-operation of certain Messenian exiles then living in Megalopolis and by their means got inside the walls secretly by night. 4 On day breaking, he came very near not only being driven out, but meeting with complete disaster owing to the bravery of the Megalopolitans, 5 who had indeed expelled and defeated him three months previously when he entered the city by surprise in the quarter called Colaeum. 6 But on this occasion, owing to the strength of his forces, and owing to his having had time to seize on the most advantageous positions, his project succeeded, and finally he drove out the Megalopolitans and occupied their city. 7 On possessing himself of it, he destroyed it with such systematic cruelty and animosity, that nobody would have thought it possible that it could ever be re-inhabited. 8 I believe him to have acted so, because the Megalopolitans and Stymphalians were the only peoples from among whom in the varied circumstances of his career he could never procure himself a single partisan to share in his projects or a single traitor. 9 For in the case of the Clitorians their noble love of freedom was sullied by the malpractices of one man Thearces whom, as one would expect, they naturally deny to have been a native-born citizen, affirming that he was the son of a foreign soldier and foisted in from Orchomenus.

56 1 Since, among those authors who were contemporaries of Aratus, Phylarchus, who on many points is at variance and in contradiction with him, is by some received as trustworthy, 2 it will be useful or rather necessary for me, as I have chosen to rely on Aratus' narrative for the history of the Cleomenic  p377 war, not to leave the question of their relative credibility undiscussed, so that truth and falsehood in their writings may no longer be of equal authority. 3 In general Phylarchus through his whole work makes many random and careless statements; 4 but while perhaps it is not necessary for me at present to criticize in detail the rest of these, I must minutely examine such as relate to events occurring in the period with which I am now dealing, that of the Cleomenic war. 5 This partial examination will however be quite sufficient to convey an idea of the general purpose and character of his work. 6 Wishing, for instance, to insist on the cruelty of Antigonus and the Macedonians and also on that of Aratus and the Achaeans, he tells us that the Mantineans, when they surrendered, were exposed to terrible sufferings and that such were the misfortunes that overtook this, the most ancient and greatest city in Arcadia, as to impress deeply and move to tears all the Greeks. 7 In his eagerness to arouse the pity and attention of his readers he treats us to a picture of clinging women​9 with their hair dishevelled and their breasts bare, or again of crowds of both sexes together with their children and aged parents weeping and lamenting as they are led away to slavery. 8 This sort of thing he keeps up throughout his history, always trying to bring horrors vividly before our eyes. 9 Leaving aside the ignoble and womanish character of such a treatment of his subject, let us consider how far it is proper or serviceable to history. 10 A historical author should not try to thrill his readers by such exaggerated pictures, nor should he, like a tragic  p379 poet, try to imagine the probable utterances of his characters or reckon up all the consequences probably incidental to the occurrences with which he deals, but simply record what really happened and what really was said, however commonplace. 11 For the object of tragedy is not the same as that of history but quite the opposite. The tragic poet should thrill and charm his audience for the moment by the verisimilitude of the words he puts into his characters' mouths, but it is the task of the historian to instruct and convince for all time serious students by the truth of the facts and the speeches he narrates, 12 since in the one case it is the probable that takes precedence, even if it be untrue, in the other it is the truth, the purpose being to confer benefit on learners. 13 Apart from this, Phylarchus simply narrates most of such catastrophes and does not even suggest their causes or the nature of these causes, without which it is impossible in any case to feel either legitimate pity or proper anger. 14 Who, for instance, does not think it an outrage for a free man to be beaten? but if this happen to one who was the first to resort to violence, we consider that he got only his desert, while where it is done for the purpose of correction or discipline, those who strike free men are not only excused but deemed worthy of thanks and praise. 15 Again, to kill a citizen is considered the greatest of crimes and that deserving the highest penalty, but obviously he who kills a thief or adulterer is left untouched, and the slayer of a traitor or tyrant everywhere meets with honour and distinction.​10 16 So in every such case the final criterion  p381 of good and evil lies not in what is done, but in the different reasons and different purposes of the doer.

57 1 Now the Mantineans had, in the first instance, deserted the Achaean League, and of their own free will put themselves and their city into the hands first of the Aetolians and then of Cleomenes. 2 They had deliberately ranged themselves on his side and been admitted to Spartan citizen­ship, when, four years before the invasion of Antigonus, their city was betrayed to Aratus and forcibly occupied by the Achaeans. 3 On this occasion, so far from their being cruelly treated owing to their recent delinquency, the circumstances became celebrated because of the sudden revulsion of sentiments on both sides. 4 For immediately Aratus had the city in his hands, he at once issued orders to his troops to keep their hands off the property of others, 5 and next, calling an assembly of the Mantineans, bade them be of good courage and retain possession of all they had; for if they joined the Achaean League he would assure their perfect security. 6 The prospect of safety thus suddenly revealed to them took the Mantineans completely by surprise, and there was an instantaneous and universal reversal of feeling. 7 The very men at whose hands they had seen, in the fight that had just closed, many of their kinsmen slain and many grievously wounded, were now taken into their houses, and received into their families with whom they lived on the kindest possible terms. 8 This was quite natural, for I never heard of any men meeting with kinder enemies or being less injured by what is considered the greatest of  p383 calamities than the Mantineans, all owing to their humane treatment by Aratus and the Achaeans. 58 1 Subsequently, as they foresaw discord among themselves and plots by the Aetolians and Lacedaemonians, they sent an embassy to the Achaeans asking for a garrison. 2 The Achaeans consented and chose by lot three hundred of their own citizens, who set forth, abandoning their own houses and possessions, and remained in Mantinea to watch over the liberty and safety of its townsmen. 3 At the same time they sent two hundred hired soldiers, who aided this Achaean force in safeguarding the established government. 4 Very soon however the Mantineans fell out with the Achaeans, and, inviting the Lacedaemonians, put the city into their hands and massacred the garrison the Achaeans had sent them. It is not easy to name any greater or more atrocious act of treachery than this. 5 For in resolving to foreswear their friendship and gratitude, they should at least have spared the lives of these men and allowed them all to depart under terms. 6 Such treatment is, by the common law of nations, accorded even to enemies; 7 but the Mantineans, simply in order to give Cleomenes and the Lacedaemonians a satisfactory guarantee of their good faith in this undertaking violated the law recognized by all mankind and deliberately committed the most heinous of crimes. 8 Vengeful murderers of the very men who previously on capturing their city had left them unharmed, and who now were guarding their liberties and lives — against such men, one asks oneself, can any indignation be too strong? 9 What should we consider to be an adequate punishment for them? Someone might  p385 perhaps say that now when they were crushed by armed force they should have been sold into slavery with their wives and children. 10 But to this fate the usage of war exposes those who have been guilty of no such impious crime. 11 These men therefore were worthy of some far heavier and more extreme penalty; so that had they suffered what Phylarchus alleges, it was not to be expected that they should have met with pity from the Greeks, but rather that approval and assent should have been accorded to those who executed judgement on them for their wickedness. 12 Yet, while nothing more serious befel the Mantineans, in this their hour of calamity, than the pillage of their property and the enslavement of the male citizens, Phylarchus, all for the sake of making his narrative sensational, composed a tissue not only of falsehoods, but of improbable falsehoods, 13 and, owing to his gross ignorance, was not even able to compare an analogous case and explain how the same people at the same time, on taking Tegea by force, did not commit any such excesses. 14 For if the cause lay in the barbarity of the perpetrators, the Tegeans should have met with the same treatment as those who were conquered at the same time. 15 If only the Mantineans were thus exceptionally treated, we must evidently infer that there was some exceptional cause for anger against them.

59 1 Again he tells us that Aristomachus of Argos, a man of most noble birth, having himself been tyrant of Argos and being descended from tyrants, was led away captive to Cenchreae and there racked to death, no man deserving less such a terrible fate. 2 Exercising in this case too his peculiar talent, the  p387 author gives us a made-up story of his cries when on the rack having reached the ears of the neighbours, some of whom, horrified at the crime, others scarcely crediting their senses and others in hot indignation ran to the house. 3 About Phylarchus' vice of sensationalism I need say no more, for I have given sufficient evidence of it; 4 but as for Aristomachus, even if he had been guilty of no other offence to the Achaeans, I consider that the general tenor of his life and his treason to his own country rendered him worthy of the most severe punishment. 5 Our author, it is true, with the view of magnifying his importance and moving his readers to share his own indignation at his fate, tells us that he "not only had been a tyrant himself but was descended from tyrants." 6 It would be difficult for anyone to bring a graver or more bitter accusation against a man. Why! the very word "tyrant" alone conveys to us the height of impiety and comprises in itself the sum of all human defiance of law and justice. 7 Aristomachus, if it is true that he was subjected to the most terrible punishment, as Phylarchus tells us, did not get his full deserts for the doings on one day; 8 I mean the day on which when Aratus with the Achaeans had gained entrance to the town and fought hard to free the Argives at great risk, but was finally driven out, because none of those inside the city who had agreed to join him ventured to stir 9 owing to their fear of the tyrant, Aristomachus, availing himself of the pretext that certain persons were cognisant of the entrance of the Achaeans, put to death eighty of the leading citizens who were quite innocent, after torturing them before the eyes of their relatives. 10 I say nothing of the crimes that he and his ancestors were  p389 guilty of all through their lives: it would be too long a story. 60 1 We must not therefore think it shocking if he met with treatment similar to what he had inflicted: it would have been much more so had he died in peace, without experiencing any such. 2 Nor should we charge Antigonus and Aratus with criminal conduct, if having captured him in war they had tortured and put to death a tyrant, any man who killed and punished whom even in the time of peace would have been applauded and honoured by all right-thinking people. 3 When I add that in addition to all his other offences he broke his faith with the Achaeans, what fate shall we say was too bad for him? 4 Not many years previously he had laid down his tyranny, finding himself in an embarrassed position owing to the death of Demetrius, and quite contrary to his expectation suffered no harm, being protected by the Achaeans, 5 who showed themselves most lenient and generous; for not only did they inflict no punishment on him for the crimes he had committed during his tyranny, but receiving him with the highest dignity, making him their Strategus and Commander-in‑chief. 6 But instantly dismissing from his mind all these benefits, the moment it seemed to him that his prospects would be somewhat more brilliant if he sided with Cleomenes, he broke away from the Achaeans, transferring from them to the enemy at a most critical time his personal support and that of his country. 7 Surely when they got him into their hands, he should not have been racked to death at night in Cenchreae, as Phylarchus says, but should have been led round the whole Peloponnesus and tortured as a spectacle for the public until dead.  p391 8 Yet notwithstanding his abominable character, all the harm he suffered was to be drowned in the sea by the officers in command at Cenchreae.

61 1 To take another instance, Phylarchus, while narrating with exaggeration and elaboration the calamities of the Mantineans, evidently deeming it a historian's duty to lay stress on criminal acts, 2 does not even make mention of the noble conduct of the Megalopolitans at nearly the same date, as if it were rather the proper function of history to chronicle the commission of sins than to call attention to right and honourable actions, 3 or as if readers of his memoirs would be improved less by account of good conduct which we should emulate than by criminal conduct which we should shun. 4 He tells us how Cleomenes took the city, and before doing any damage to it, sent at once a post to the Megalopolitans at Messene offering to hand back their own native country to them uninjured on condition of their throwing in their lot with him. So much he lets us know, wishing to show the magnanimity of Cleomenes and his moderation to his enemies, 5 and he goes on to tell how when the letter was being read out they would not allow the reader to continue until the end, and how they came very near stoning the letter-bearers. 6 So far he makes everything quite clear to us, but he deprives us of what should follow and what is the special virtue of history, I mean praise and honourable mention of conduct noteworthy for its excellence. 7 And yet he had an opportunity ready to his hand here. For if we consider those men to be good who by speeches and resolutions only expose themselves to war for the sake of their friends and allies, and if we bestow not only praise but lavish thanks and  p393 gifts on those who have suffered their country to be laid waste and their city besieged, 8 what should we feel for the Megalopolitans? Surely the deepest reverence and the highest regard. 9 In the first place they left their lands at the mercy of Cleomenes, next they utterly lost their city owing to their support of the Achaeans, 10 and finally, when quite unexpectedly it was put in their power to get it back undamaged, they preferred to lose their land, their tombs, their temples, their homes, and their possessions, all in fact that is dearest to men, rather than break faith with their allies. 11 What more noble conduct has there ever been or could there be? To what could an author with more advantage call the attention of his readers, and how could he better stimulate them to loyalty to their engagements and to true and faithful comrade­ship? 12 But Phylarchus, blind, as it seems to me, to the most noble actions and those most worthy of an author's attention, has not said a single word on the subject.

62 1 Further he tells us that from the booty of Megalopolis six thousand talents fell to the Lacedaemonians, of which two thousand were given to Cleomenes according to usage. 2 Now in this statement one marvels first at his lack of practical experience and of that general notion of the wealth and power of Greece so essential to a historian. 3 For, not speaking of those times, when the Peloponnese had been utterly ruined by the Macedonian kings and still more by continued intestinal wars, 4 but in our own times, when all are in complete  p395 unison and enjoy, it is thought, very great prosperity, I assert that a sale of all the goods and chattels, apart from slaves, in the whole Peloponnese would not bring in such a sum. 5 That I do not make this assertion lightly but after due estimate will be evident from the following consideration. 6 Who has not read that when the Athenians, in conjunction with the Thebans, entered on the war against the Lacedaemonians, sending out a force of ten thousand men and manning a hundred triremes, 7 they decided to meet the war expenses by a property-tax and made a valuation for this purpose of the whole of Attica including the houses and other property. 8 This estimate, however, fell short of 6000 talents by 250, from which it would seem that my assertion about the Peloponnese at the present day is not far wide of the mark. 9 But as regards the times of which we are dealing, no one, even if he were exaggerating, would venture to say that more than three hundred talents could be got out of Megalopolis, 10 since it is an acknowledged fact that most of the free population and the slaves had escaped to Messene. But the best proof of what I have to say is the following: 11 Mantinea, both in wealth and power, was second to no city in Arcadia, as Phylarchus himself says, and it surrendered after a siege, so that it was not easy for anyone to escape or for anything to be stolen, 12 but yet the value of the whole booty together with slaves amounted at this very period to but three hundred talents.

63 1 What he tells us next is still more astounding; after this assertion about the booty, he  p397 states that just ten days before the battle an envoy from Ptolemy reached Cleomenes informing him that that king withdrew his subvention and requested him to come to terms with Antigonus. 2 He says that Cleomenes on hearing this resolved to stake his all on a battle before it reached the ears of his troops, as he had no hope of being able to meet their pay from his own resources. 3 But if at this very time he had six thousand talents at his command, he could have been more generous than Ptolemy himself in the matter of subventions; 4 and if he could only dispose of three hundred talents it was enough to enable him to continue the war against Antigonus with absolute financial security. 5 But to state in one breath that Cleomenes depended entirely on Ptolemy for money and that at the very same time he was in possession of such a large sum, is a sign of the greatest levity and want of reflection. 6 Phylarchus has made many similar statements not only about this period but all through his work. I think, however, that what I have said at such length as the plan of this history allows should suffice.

64 1 After the capture of Megalopolis, while Antigonus was still in winter quarters at Argos, Cleomenes at the beginning of spring collected his troops, and after addressing them in terms suitable to the occasion, led them out and invaded Argolis. 2 Most people think that this was rash and hazardous on his part, owing to the strength of the frontier, but if we judge rightly it was really a safe and wise course. 3 For as he saw that Antigonus had dismissed  p399 his forces, he knew well that, in the first place, he would be exposed to no danger in invading, and secondly, that, if the country were laid waste up to the walls, the Argives on seeing it would certainly be much vexed and lay the blame on Antigonus. 4 If, therefore, unable to support the reproaches of the people, he marched out and risked a battle with such forces as he had, the probabilities were in favour of Cleomenes gaining an easy victory; 5 but if, adhering to his plan, he remained quiet, he thought he could, after terrifying his enemies and inspiring his own troops with fresh courage, effect a safe retreat to Laconia, as actually happened. 6 For, when the country was being laid waste, the populace held meetings in which they heaped abuse on Antigonus; but he, like a true general and prince, paid no attention to anything but a wise conduct of affairs, 7 and remained quiet, while Cleomenes, having carried out his intention of devastating the country and thus striking terror into the enemy and encouraging his own troops to face the coming danger, retired in safety to his own country.

65 1 Early in summer, on the Macedonians and Achaeans rejoining from their winter quarters, Antigonus advanced with his own army and the allies into Laconia. 2 His Macedonian forces consisted of ten thousand to form the phalanx, three thousand peltasts, and three hundred horse. He had besides a thousand Agrianians, and a thousand Gauls, while his mercenary force numbered three thousand foot and three hundred horse. 3 The Achaeans furnished three thousand picked infantry and three hundred horse. There were also a  p401 thousand Megalopolitans armed in the Macedonian manner under the command of Cercidas of Megalopolis. 4 The allies consisted of two thousand Boeotian foot and two hundred horse, a thousand Epirot foot and fifty horse, the same number of Acarnanians, and one thousand six hundred Illyrians under the command of Demetrius of Pharos. 5 His total force thus amounted to twenty-eight thousand foot and one thousand two hundred horse. 6 Cleomenes, who expected the invasion, had occupied the other passes into Laconia, pla­cing garrisons in them and fortifying them by means of •trenches and barricades of trees, 7 and himself encamped at a place called Sellasia, with a force of twenty thousand men, as he conjectured that the invaders would most likely take this route, as in fact they did. 8 At the actual pass there are two hills, one called Euas and the other Olympus, 9 the road to Sparta running between these along the bank of the river Oenous. Cleomenes, having fortified both of these hills with a trench and palisade, posted on Euas the perioeci and allies under the command of his brother Eucleidas, while he himself held Olympus with the Spartans and mercenaries. 10 On the low ground beside the river on each side of the road he drew up his cavalry and a certain portion of the mercenaries. 11 Antigonus on his arrival observed the great natural strength of the position and how Cleomenes had so cleverly occupied the advantageous points with the portions of his force suitable in each case, that his  p403 whole formation resembled a charge. 12 For attack and defence alike nothing was wanting, the position being at one and the same time a fortified camp difficult to approach and a line of battle ready for action. 66 1 Antigonus therefore decided to make no hasty attempt to force the position and come to blows with the enemy, but encamped at a short distance with the river Gorgylus on his front, and for several days remained there noting the peculiar features of the country and the character of the forces, 2 while at the same time, by threatening certain movements, he attempted to make the enemy show his hand. 3 But being unable to find any weak or unprotected spot, since Cleomenes always checked him at once by a counter-movement, 4 he abandoned this project, and finally the kings agreed to try issues in a battle: for they were very gifted and evenly-matched, these two generals whom Fortune had brought face to face. 5 To confront those on Euas Antigonus drew up the brazen-shielded Macedonians and the Illyrians in alternate lines, pla­cing them under the command of Alexander son of Acmetus, and Demetrius of Pharos. 6 Behind these stood the Acarnanians and Cretans, and in the rear as a reserve were two thousand Achaeans. 7 His cavalry he opposed to that of the enemy by the river Oenous under the command of Alexander and supported by a thousand Achaean and as many Megalopolitan infantry. 8 He himself in person decided to attack Cleomenes on Olympus with the mercenaries and the rest of the Macedonians. 9 Putting  p405 the mercenaries in front, he drew up the Macedonians behind them in two phalanxes with no interval between, the narrowness of the space rendering this necessary. 10 It was arranged that the Illyrians were to begin their assault on the hill upon seeing a flag of linen waved from the neighbourhood of Olympus, for in the night they had succeeded in taking up a position close under the hill in the bed of the river Gorgylus. 11 The signal for the Megalopolitans and cavalry was to be a scarlet flag waved by the king.

67 1 When the time to begin the action came, the signal was given to the Illyrians, and, the officers calling on their men to do their duty, they all instantly showed themselves and began the attack on the hill. 2 The light-armed mercenaries, who had been posted near Cleomenes' cavalry, upon seeing that the rear of the Achaean line was exposed, attacked them from behind, 3 and the whole force that was pressing on to the hill was thus threatened with a serious disaster, as Eucleidas' troops were fa­cing them from above while the mercenaries were vigorously attacking their rear. 4 At this critical moment Philopoemen of Megalopolis, who saw what was happening and foresaw what was likely to happen, first attempted to call the attention of the commanding officers to it, 5 but as no one paid any attention to him, since he had never held any command and was quite a young man, he called on his own fellow-citizens to follow him and boldly fell upon the enemy. 6 Upon this the mercenaries who were attacking the assailants of the hill in the rear, hearing the clamour and seeing the  p407 cavalry engaged, abandoned what they had in hand and running back to their original position came to the aid of their cavalry. 7 The Illyrians and Macedonians and the rest of this attacking force were now disengaged, and threw themselves with great dash and courage on the enemy. 8 Thus, as became evident afterwards, the success of the attack on Eucleidas was due to Philopoemen. 68 1 Hence it is said that subsequently Antigonus asked Alexander, the commander of the cavalry, to convict him of his shortcomings, why he had begun the battle before the signal was given. 2 On Alexander denying this and saying that a stripling from Megalopolis had begun it contrary to his own judgement, the king said that this stripling in grasping the situation had acted like a good general and Alexander himself, the general, like an ordinary stripling.

3 To continue our narrative, Eucleidas' troops, on seeing the enemy's lines advancing, cast away the advantage the ground gave him. 4 They should have charged the enemy while still at a distance, thus breaking his ranks and throwing them into disorder, and then retreating slowly, have returned in safety to the higher ground. 5 Thus having in the first instance spoilt and broken up that peculiar serried formation of the enemy so well adapted to their special equipment, they would easily have put them to flight owing to their favourable position. 6 Instead of doing this, they acted as if the victory were already in their hand and did exactly the opposite. 7 They remained, that is, at the summit in their original position with the view of getting their opponents as high up the hill as possible so that the enemy's flight would be for a long distance down the steep and precipitous  p409 slope. 8 As might have been expected, the result was just the reverse. They had left themselves no means of retreat and on being charged by the Macedonian cohorts which were still fresh and in good order, they were so hard put to it that they had to fight with the assailants for the possession of the extreme summit. 9 From now onwards, wherever they were forced back by the weight of their adversaries' weapons and formation, the Illyrians at once occupied the place where they had stood, while each backward step Eucleidas' men took was on to lower ground, since they had not left themselves any room for orderly retreat or change of formation. 10 The consequence was that very soon they had to turn and take to a flight which proved disastrous, as, for a long distance, it was over difficult and precipitous ground.

69 1 At this same time the cavalry action was going on, all the Achaean horsemen, and especially Philopoemen, rendering most distinguished service, as the whole struggle was for their liberty. 2 Philopoemen's horse fell mortally wounded, and he, fighting on foot, received a serious wound through both thighs. 3 Meanwhile the two kings at Olympus opened the battle with their light-armed troops and mercenaries, of which each had about five thousand. 4 These, now attacking each other in detachments and now along the whole line, exhibited the greatest gallantry on both sides, all the more so as they were fighting under the eyes of the kings and the armies. 5 Man therefore vied with man and regiment with regiment in a display of courage. 6 Cleomenes, seeing his brother's troops in flight and the cavalry on the  p411 level ground on the point of giving way, was afraid of being charged from all sides and was compelled to pull down part of his defences and to lead out his whole force in line from one side of the camp. 7 Each side now recalled by bugle their light-armed troops from the space between them, and shouting their war-cry and lowering their lances, the two phalanxes met. 8 A stubborn struggle followed. At one time the Macedonians gradually fell back fa­cing the enemy, giving way for a long distance before the courage of the Lacedaemonians, at another the latter were pushed from their ground by the weight of the Macedonian phalanx, 9 until, on Antigonus ordering the Macedonians to close up in the peculiar formation of the double phalanx with its serried line of pikes, they delivered a charge which finally forced the Lacedaemonians from their stronghold. 10 The whole Spartan army now fled in rout, followed and cut down by the enemy; but Cleomenes with a few horsemen reached Sparta in safety. 11 At nightfall he went down to Gythion, where all had been prepared some time previously for the voyage in view of contingencies, and set sail with his friends for Alexandria.

70 1 Antigonus having attacked and taken Sparta, treated the Lacedaemonians in all respects with great generosity and humanity, and, after restoring the ancient form of government, left the city in a few days with his whole army, as he had received news that the Illyrians had invaded Macedonia and were ravaging the country. 2 Thus ever is it the way of Fortune to decide the most weighty issues against rule and reason. 3 For on this occasion Cleomenes,  p413 had he deferred giving battle for merely a few days, or had he, on returning to Sparta after the battle, waited ever so short a time to avail himself of the turn of events, would have saved his crown.

4 Antigonus however, on reaching Tegea, restored the old form of government there also, and two days later arrived at Argos just in time for the Nemean festival, 5 at which the Achaean League and each several city heaped on him every honour they could think of to immortalize his memory. He then hastily left for Macedonia, 6 where he found the Illyrians. Engaging them in a pitched battle, he was victorious, but in the course of the fight he strained himself so much by shouting to his troops to cheer them on that from a rupture of a blood-vessel or some such accident he fell sick and died shortly afterwards. 7 He had aroused high hopes of himself throughout Greece, not so much by his support in the field as by his general high principles and excellence. 8 He was succeeded on the throne of Macedon by Philip son of Demetrius.

71 1 Now to explain why I have dealt with this at such length. 2 As this period immediately precedes those times, the history of which I am about to write, I thought it would be of service, or rather that the original plan of this work made it necessary for me, to make clearly known to everyone the state of affairs in Macedonia and Greece at this time. 3 Just about the same time Ptolemy Euergetes fell sick and died, being succeeded by Ptolemy surnamed Philopator. 4 Seleucus, the son of the Seleucus surnamed Callinicus or Pogon, also died at this  p415 time, his brother Antiochus succeeding him in the kingdom of Syria. 5 The same thing in fact occurred in the case of these three kings, as in that of the first successors of Alexander in the three kingdoms, Seleucus, Ptolemy, and Lysimachus, 6 who all, as I stated above, died in the 124th Olympiad, while these kings died in the 139th.

7 I have thus completed this Introduction or preliminary part of my History. In it I have shown in the first place when, how, and why the Romans, having mastered Italy, first entered on enterprises outside that land and disputed the command of the sea with the Carthaginians, 8 and next I have dealt with the state of Greece and Macedonia and with that of Carthage as this existed then. 9 So having, as was my original purpose, reached the date at which the Greeks were on the eve of the Social War, the Romans on the eve of the Hannibalic War, and the kings of Asia about to enter on the war for Coele-Syria, 10 I must now bring this Book to its close, which coincides with the final events preceding these wars and the death of the three kings who had up to now directed affairs.

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The Loeb Editor's Notes:

1 Siniglia.

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2 About 5 Roman modii or •10 gallons. The metretes of wine was about •9 gallons.

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3 Arezzo.

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4 Middle of July.

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5 Literally "so that the more naked and the bigger they were. . ."

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6 "Magna Graecia" in Latin. When the name was first given, Hellas cannot have meant the whole of Greece.

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7 Such as the Achaean League had.

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8 The father of Polybius.

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9 Clinging either to each other or to the altars of their gods.

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10 Literally "a front seat" in the theatre or elsewhere.

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Thayer's Notes:

a So the Loeb edition. Alert reader Sean Stone points out that this ought to be "opposite the Achaeans and the Aetolians". But Achaeans, Aetolians, and for that matter, Illyrians and Helicranium are all translator's artifacts, seeking to explicit the text. The Greek merely has

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b More attentively than others, including yours truly, reader Ian Spackman points out that "eastern extremity" seems odd here. But it's neither a transcription error of my own, nor, at first sight, a translation error in the print edition: the Greek has ἀνατολὰς. Possible explanations, none of which convinces me completely:

1. Polybius viewed the source of the Po as being the "eastern extremity" of the territory of the Etruscans because in his mind the Tyrrhenian coast of Italy ran due N‑S: once you do that, the Po is "east". The mental map even of scholars back then was a bit odd: Ptolemy for example twists Scotland about 90 degrees east (Geography, II.2).

2. The eastern extremity is meant, not of Etruria, but of the Celtic territories. The Greek text really doesn't seem to bear this interpretation.

3. Maybe on closer examination, translation error there is. The Greek text reads τὰ μὲν οὖν πρῶτα καὶ περὶ τὰς ἀνατολὰς τοῦ Πάδου κείμενα Λάοι κὰι Λεβέκιοι; and etymologically, ἀνατολή after all means "rising": no east or west about it, is this merely "the sources of the Po"?

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c See this interesting passage in George Dennis's Cities and Cemeteries of Etruria, in which these lowly plants get their fifteen minutes of fame as Dennis attempts to identify them.

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