# From the Founding of the City/Book 37

Translation by Rev. Canon Roberts (1905)

### 1

After the new consuls had taken office and the obligations of religion had been discharged the position of the Aetolians took precedence of all other subjects of discussion in the senate. Their envoys pressed for an audience as the period of the armistice was drawing to a close, and they were backed up by T. Quinctius, who had by that time returned to Rome. Knowing that they had more to hope from the clemency of the senate than from the strength of their case, they adopted a suppliant attitude and brought up their former good services as a counterpoise to their recent misdoings. However, while in the House, they were subjected to a fire of questions from all sides, the senators endeavouring to force from them a confession of guilt rather than definite replies, and after they were ordered to withdraw they gave rise to a very lively debate. The feeling of resentment against them was stronger than that of compassion, for the senate were embittered against them not only as enemies, but as a wild race whose hand was against every man. The debate went on for several days, and it was finally decided that peace should neither be granted to them nor refused. They were offered two alternatives: either to place themselves unreservedly in the hands of the senate or to pay a fine of 1000 talents and have the same friends and enemies as Rome. When they endeavoured to get some idea of the matters in regard to which they were to be at the senate's disposal they got no definite reply. The same day they were sent away from the City without having obtained peace and were ordered to leave Italy within the fortnight.
Then the question of the consular provinces came up. Both the consuls wanted Greece. Laelius possessed great influence in the senate, and when it was decided that the consul should either ballot or come to a mutual agreement about their provinces he observed that he and his colleague would act more gracefully if they left the matter to the judgment of the senate rather than to the chances of the ballot. Scipio said in reply that he should consider what he ought to do, and after a private conversation with his brother, who insisted upon his leaving the matter in the hands of the senate, he told his colleague that he would do what he advised. This method of procedure as being either unprecedented or resting on precedents of which no record survived was expected to lead to a debate, but P. Scipio Africanus declared that if the senate decreed Greece to his brother Lucius he would serve under him. This declaration met with universal approval and put an end to any further discussion. The senate were glad of the opportunity of finding out which would receive most help - Antiochus from the vanquished Hannibal or the consul and legions of Rome from his vanquisher Scipio, and they almost unanimously decreed Greece to Scipio and Italy to Laelius.

### 2

The praetors then balloted for their provinces. L. Aurunculeius received the urban and Cneius Fulvius the alien jurisdiction; L. Aemilius Regillus the command of the fleet; P. Junius Brutus the administration of Etruria; M. Tuccius, Apulia and Bruttium; and C. Atinius, Sicily. The consul to whom Greece had been decreed, in addition to the army of two legions which he was to take over from Manius Acilius, was further reinforced by 3000 Roman infantry and 100 cavalry and allied troops to the number of 5000 infantry and 200 cavalry. It was further decided that after he had arrived in his province he should, if he thought it expedient, take his army into Asia. The other consul was supplied with an entirely fresh army, two Roman legions and 15,000 infantry and 600 cavalry from the allies. Q. Minucius had written to say that his province was pacified and the whole of the Ligurians had made their surrender; he was now ordered to take his army into the country of the Boii and hand it over to P. Cornelius, who was acting as proconsul. The city legions which had been raised the previous year were to be withdrawn from the territory of which the Boii had been mulcted after their defeat and given to the praetor M. Tuccius. These, reinforced by 15,000 allied infantry and 600 cavalry, were to occupy Apulia and Bruttium. A. Cornelius, who had commanded in Bruttium as praetor during the past year, received instructions to transfer his legions to Aetolia if the consul approved and hand them over to Manius Acilius in case he wished to remain there, but if Acilius preferred to return to Rome, Cornelius was to keep that army in Aetolia. It was further arranged that C. Atinius Labeo should take over the province of Sicily and the army of occupation from M. Aemilius and raise reinforcements if he wished to do so in the island itself to the number of 2000 infantry and 100 cavalry. P. Junius Brutus was to raise a new army for service in Etruria consisting of one Roman legion and 10,000 infantry and 400 cavalry of allied troops. L. Aemilius, to whom the naval command had fallen, was to receive from his predecessor, M. Junius, twenty ships of war with their crews and to enlist in addition 1000 seamen and 2000 infantry soldiers to serve as marines. With his fleet thus manned he was to proceed to Asia and take over the fleet which C. Livius had commanded. The praetors commanding in the two Spains were continued in office and retained their armies. Sicily and Sardinia were each required to supply two-tenths of their corn harvest for the year; the whole of the corn from Sicily was to be transported to Aetolia for the use of the army, that from Sardinia was to go partly to Rome and partly to Aetolia, like the corn from Sicily.

### 3

Before the consuls left for their provinces it was resolved that various portents should be expiated according to the directions of the pontiffs. The temple of Juno-Lucina in Rome was struck so seriously by lightning that the pediment and great doors were much damaged. At Puteoli, one of the gates and numerous portions of the wall were similarly struck and two men killed. At Nursea it was definitely reported that a thunderstorm suddenly burst out of a cloudless sky; there also two men were killed, both freemen. The people of Tusculum announced that a shower of earth had fallen in their district, and at Reate a mule was said to have had a foal. These portents were duly expiated and the Latin Festival was celebrated a second time owing to the Laurentians not having received their due portion of the sacrifice. To allay the religious fears which these various incidents aroused, a solemn intercession was offered, as directed by the Keepers of the Sacred Books, to those deities which, after consulting the rolls, they named. Ten free-born boys and ten maidens, all of whose fathers and mothers were alive, were employed about that sacrifice, and the Keepers of the Sacred Books offered up sacrifices of sucklings in the night. Before his departure, P. Cornelius Scipio erected an arch on the Capitol facing the road up to the temple, with seven gilded human statues and two equestrian ones. He also set up in front of the arch two marble basins. During this time forty-three of the Aetolian leading men, including Damocritus and his brother, were brought to Rome by two cohorts sent by Manius Acilius. On their arrival they were thrown into the Lautumiae, and the cohorts were ordered to the army. A deputation came from Ptolemy and Cleopatra to offer their congratulations on the expulsion of Antiochus from Greece by the consul Acilius, and to urge the senate to send an army into Asia, as not only in Asia but even throughout Syria there was a universal feeling of alarm. The two sovereigns declared their readiness to carry out the behests of the senate, and a vote of thanks to them was passed. Each member of the deputation received a present of 4000 ases.

### 4

When the business which he had to transact in Rome was finished, L. Cornelius gave notice in the Assembly that the men whom he had enlisted and those who were with A. Cornelius in Bruttium were all to assemble at Brundisium by 15th July. He also appointed three officers, Sextus Digitius, L. Apustius and C. Fabricius Luscinus, to collect the ships from all parts of the coast at the same place, and all his preparations being now completed, he set out from the city, wearing his paludamentum. As many as 5000 volunteers, Roman and allied troops who had served their time under P. Africanus, were waiting for the consul on his departure and gave in their names for active service. At the time of the consul's departure, whilst the Games of Apollo were being celebrated, the daylight was obscured, though the sky was clear, by the moon passing under the orb of the sun. L. Aemilius Regillus set out at the same time to take command of the fleet. L. Aurunculeius was commissioned by the senate to undertake the construction of thirty quinqueremes and twenty triremes. This step was due to a report that since the naval battle Antiochus was fitting out a considerably larger fleet than he had on that occasion. When the Aetolian envoys brought back word that there was no hope of peace, their government realised that the danger threatening them from Rome was more serious than the losses inflicted on them by the Achaeans who were harrying the whole of their sea-board which faced the Peloponnese. They had made up their minds that the Romans would return in the spring and lay siege to Naupactus, and in order to block their route they occupied Mount Corax. Acilius knew that this was what they were expecting, and he thought the better course would be to undertake something which they were not expecting; so he commenced an attack on Lamia. This place had almost been destroyed by Philip, and as the inhabitants were not apprehending any similar attempt, Acilius thought he might successfully surprise it. After leaving Elatia his first encampment on the enemy soil was by the Spercheus; from there he made a night march, and by dawn had completely invested the place.

### 5

As was natural in a surprise attack, there was considerable confusion and alarm, but a stouter resistance was offered than any one would have believed possible in such sudden danger. The men fought from the walls, the women carried up to them stones and missiles of every description, and though the scaling-ladders were placed at very many points against the walls, the defence was maintained for that day. Towards noon Acilius gave the signal for retiring, and took his troops back into camp, where they took food and rest. Before he dismissed his staff, he warned his men to be armed and ready before daybreak, and told them that till they had carried the city he should not take them back to camp. As on the previous day, he delivered several simultaneous assaults, and as the strength, the weapons, above all the courage, of the defenders began to fail, he took the city in a few hours. The booty found there was partly sold and partly divided amongst the soldiers. After the capture a council of war was held to decide what was to be done next. No one was in favour of going on to Naupactus as long as the Aetolians held Mount Corax. However, to avoid wasting the summer in inaction, and to prevent the Aetolians, after they had failed to obtain peace from the senate, from enjoying it through his own lack of enterprise, Acilius determined to attack Amphissa. He marched the army over Mount Oeta. and when he reached the city he did not, as at Lamia, attempt a combined assault upon the entire circuit of the walls, but he commenced a regular siege. The rams were brought up at several points, and though the walls were being battered, the townsmen made no attempt to prepare or invent anything to meet this kind of engine. All their hopes lay in their arms and their courage; they made frequent sorties and harassed the detached posts and even the men who were working the rams.

### 6

The walls had, however, been shaken down in many places when news reached Acilius that his successor had landed in Apollonia, and was advancing through Epirus and Thessaly. The consul was coming with 13,000 infantry and 500 cavalry; he had already reached the Maliac Gulf, and had sent a detachment to Hypata to demand the surrender of that city. The reply was that the inhabitants refused to do so without the sanction of the national council of Aetolia. Not wishing to lose time in the siege of Hypata while Amphissa was still holding out, he sent his brother Africanus on in advance and marched on Amphissa. Just before their arrival the citizens had abandoned their city, which was now to a large extent denuded of its walls, and had retreated, combatants and non-combatants alike, into the citadel which they held to be impregnable. The consul encamped about six miles distant from the place. A deputation from Athens arrived there to intercede for the Aetolians, and went first to Publius Scipio, who had, as stated above, gone on in advance, and then to the consul. They received a conciliatory reply from Africanus, who was keeping Asia and Antiochus in view and trying to find some honourable pretext for abandoning the Aetolian war. He told them that they must endeavour to persuade the Aetolians as well as the Romans to prefer peace to war. In consequence of the representations of the Athenians, a large deputation of Aetolians very soon came from Hypata and had an interview with Africanus. Their hopes of peace were considerably raised by what he said to them, as he pointed out how many tribes and nations in Spain and subsequently in Africa had thrown themselves on his protection, and how he had left everywhere nobler memorials of his clemency and kindness than of his military successes. They had to all appearance gained their end, when the consul, on being approached, gave them the very same answer as that with which they had been turned out of the senate. This unexpected treatment was a great blow to the Aetolians, for they saw that they had gained nothing either through the intervention of the Athenians or the considerate reply of Africanus.

### 7

They returned to Hypata without seeing any way out of their difficulties. They had no fund from which they could pay 1000 talents, and if they made an unconditional surrender they were afraid they might have to suffer in person. So they instructed the same deputation to go back to the consul and Africanus, and implore them, if they were willing really to grant them peace and not simply dangle it before their eyes and cheat the hopes of their unhappy nation, either to reduce the sum fixed for them to pay, or make the conditions of surrender such that they would not affect the personal safety of the citizens. They could not induce the consul to make any change in the conditions, and the deputation was again sent away with nothing gained. The Athenian deputation followed them to Hypata. The Aetolians had completely lost heart after so many rebuffs and were deploring in unavailing lamentation the hard fortune of their nation, when Echedemus, the leader of the Athenian deputation, recalled them to a more hopeful frame of mind by suggesting that they should ask for a six months' truce so that they might send envoys to Rome. The delay, he pointed out, would in no way aggravate their present distress which had reached the extreme point, and many things might happen in the interval to lighten it. Acting on his advice the same delegates were sent again. They first obtained an interview with P. Scipio and through his instrumentality they obtained from the consul a truce for the time they asked for.
Manius Acilius raised the siege of Amphissa and after handing over his army to the consul left Greece. The consul returned from Amphissa into Thessaly with the intention of marching through Macedonia and Thrace into Asia. On this Africanus observed to his brother: "The route which you are selecting I too quite approve of, but everything depends upon Philip's attitude. If he is faithful to us he will give us free passage, and furnish us with supplies and everything necessary for an army during a long march. If he proves untrustworthy you will find no part of Thrace safe. I think, therefore, that the king's intentions ought to be ascertained. That will be best done if your emissary pays him a surprise visit before he has taken any preparatory steps." Tiberius Sempronius Gracchus, by far the ablest and most energetic young man of his time, was selected for the task, and by using relays of horses he travelled with incredible speed and reached Pella three days after leaving Amphissa. He found the king at a banquet; he had drunk deeply, and the mere fact of his giving way to this self-indulgence removed any suspicion that he was contemplating any change in his policy. His guest received a courteous welcome and on the following day he saw provisions in lavish abundance ready for the army, bridges thrown over the rivers, and roads made where there were difficulties of transport. Returning as quickly as he had come, he met the consul at Thaumaci and reported what he had seen. The army felt more confident and hopeful and marched away in high spirits, to find everything prepared for them in Macedonia. On their arrival the king received them in royal state and accompanied them on their march. He displayed great tact and refinement, qualities which recommended him to Africanus, who, singularly distinguished as he was in other respects, did not object to politeness and courtesy if they were not accompanied by effeminacy. Philip accompanied them through Macedonia and through Thrace as well; he had everything that they required ready for them, and in this way they reached the Hellespont.

### 8

After the sea-fight off Corycus Antiochus had the whole winter free for fresh preparations both on sea and land, but he devoted himself mainly to fitting out his fleet in order that he might not be deprived of all command of the sea. He reflected that his defeat occurred during the absence of the Rhodian fleet, and if they took part in the next battle - and he was sure they would not commit the fault of being too late again - he would need a large number of ships so as to be equal to the enemy in ships and men. He accordingly sent Hannibal to Syria to bring the Phoenician vessels, and he gave Polyxenidas orders to refit what ships there were and to construct fresh ones. The less his success in the past, the greater must be his energy in preparing for the future. Antiochus spent the winter in Phrygia and, summoning assistance from all sides, had even sent to Gallograecia. The population there were more warlike at that time than in later years; they still retained the Gaulish temperament as the original stock had not yet died out. Antiochus had left his son with an army in Aeolis to hold the cities on the coast which Eumenes on the one side from Pergamum and the Romans on the other from Phocaea and Erythrae were trying to win over. The Roman fleet, as already stated, was wintering at Canae, and Eumenes went there about mid-winter with 2000 infantry and 500 cavalry. He represented to Livius what an amount of plunder might be carried off from the enemy's country and he persuaded him to send him on an expedition with 5000 men, and in a few days they brought away an enormous amount.

### 9

Meantime a revolutionary movement was started in Phocaea by certain individuals who tried to enlist the sympathies of the populace on the side of Antiochus. They had various grievances; the presence of the ships in their winter quarters was a grievance; the tribute of 500 togas and 50 tunics was a grievance; the scarcity of corn was an additional and a serious grievance. Owing to this scarcity the Roman force in occupation left the place, and now the party which were haranguing the plebs in favour of Antiochus were freed from all apprehensions. The senate and aristocracy were for maintaining the alliance with Rome, but the revolutionaries had more influence with the masses. The Rhodians made up for their slackness the previous summer by sending Pausistratus at the vernal equinox with six-and-thirty ships. Livius left Canae with thirty vessels and in addition the seven quinqueremes which Eumenes had brought with him, and set sail for the Hellespont in order to make preparations for the transport of the army which he was expecting to come overland. He first put into the harbour called "The Haven of the Achaeans." Here he went up to Ilium and offered sacrifice to Minerva, after which he gave a gracious audience to deputations from the neighbouring towns of Elaeus, Dardanus and Rhoeteum, who came to place their respective localities under the protection of Rome. From there he sailed to the mouth of the Hellespont, and stationing ten ships opposite Abydos he sailed with the rest to the European shore to attack Sestus. His men were already approaching the walls when they were met by a body of hierophants known as "Galli" in their priestly robes who announced that they were the ministers of Mater Dea, the mother of the gods, and it was at her command that they had come to pray the Romans to spare the city and its walls. No violence was offered to any of them, and presently their senate and magistrates came forward to make a formal surrender of the city. From there the fleet sailed to Abydos. Here interviews took place with the citizens with the object of winning them over, but as no friendly response was given, the Romans made preparations for a siege.

### 10

During these operations in the Hellespont, Polyxenidas, the king's lieutenant and a Rhodian refugee, received tidings of the departure from home of his country's fleet and also of the insolent and contemptuous way in which the commandant, Pausistratus, had spoken of him in public. This made the contest between them a personal one, and Polyxenidas thought of nothing else night or day but how to give the lie to the man's bombast by his deeds. He sent a man who was well known to Pausistratus to tell him that if Polyxenidas were allowed to do so he might be of great service to Pausistratus and to his country. Pausistratus was much surprised and inquired in what way this could be brought about. When he had given his word at the other's request that he would either co-operate in the scheme or conceal it in silence, the intermediary informed him that Polyxenidas would betray to him the whole of the king's fleet or at all events the greater part of it, and that the only reward he claimed for so great a service was the restoration to his native land. The offer was too important a one for Pausistratus either to place full confidence in or absolutely to decline. He sailed to Panhormus, a harbour in Samos, and stayed there to examine the proposal more closely. Messages passed to and fro between them, but Pausistratus was not quite reassured until Polyxenidas had, in the presence of the messenger, written down with his own hand the terms of the promise he made, and affixed his seal to the document. Pausistratus thought that by a definite pledge like that the traitor would be at his mercy, for as Polyxenidas was living under an autocrat he would never dare to give what he had signed with his own hand as evidence against him. Then the plan of the pretended treachery was arranged. Polyxenidas said that he would not make any further preparations whatever, he would not keep any large number of rowers with the fleet, some of the vessels he should haul up on land, ostensibly for repairs, others he should disperse in neighbouring ports, a few he should keep at sea outside the port of Ephesus, so that if circumstances compelled him to go out he could expose them to battle. When Pausistratus heard that Polyxenidas was going to disperse his fleet in this way, he followed suit. One division of his fleet he sent to Halicarnassus for supplies, another he despatched to Samos . . . so that he might be ready to attack on receiving the signal from the traitor. Polyxenidas still further misled him by hauling up a certain number of ships and repairing the dockyards as though intending to haul up others. When the rowers were called up from their winter quarters, they were not sent to Ephesus but assembled secretly at Magnesia.

### 11

A soldier out of Antiochus' army happened to come to Samos on private business. He was arrested as a spy and brought before the commandant at Panhormus. When questioned as to what was going on at Ephesus, either through fear or acting as traitor to his countrymen he disclosed everything, and asserted that the fleet was lying in the harbour completely equipped and ready for action, that all the rowers had been sent to Magnesia, that very few ships had been hauled up, that the dockyards were closed and that the naval service had never been more carefully looked after. Pausistratus was so completely obsessed by the deception practiced upon him and the vain hopes it had aroused that he would not believe what he heard. When all his preparations were made, Polyxenidas brought up the rowers from Magnesia by night and hastily launched the ships which had been beached. He remained there through the day not to complete his dispositions so much as to prevent the fleet from being seen when it left the harbour. Starting after sunset with seventy decked ships, he put into the port of Pygela before daybreak as the wind was against him. Remaining there for the day for the same reason - to escape observation - he set sail at night for the nearest point on Samian territory. From there he ordered a man named Nicander, a pirate chieftain, to sail with five ships to Palinurus and take the troops from there by the shortest route across country to Panhormus in the rear of the enemy, whilst he himself proceeded thither with his fleet divided into two squadrons, so that he could hold the entrance to the harbour on either side.
Pausistratus was at first somewhat perturbed by this unexpected turn of events, but the old soldier soon pulled himself together and thinking that the enemy could be more easily checked on land than on the sea he sent two divisions of his troops to occupy the headlands which curving inward from the sea like two horns, form the harbour. He expected to repulse the enemy easily by attacking him from both sides, but the sight of Nicander on the land above upset his plan, and suddenly changing his tactics he ordered all to go on board. There was terrible confusion amongst the soldiers and seamen, and something like a flight to the ships took place when they found themselves surrounded landwards and seawards at the same time. Pausistratus saw that his only chance of safety lay in his being able to force a passage through the harbour into the open sea, and as soon as he saw all his men on board he ordered the fleet to follow him while he led the way with his vessel rowed at full speed towards the mouth of the harbour. Just as he was clearing it Polyxenidas closed round him with three ships, and his vessel, struck by their beaks, was sunk, the defenders were overwhelmed by a hail of missiles and Pausistratus, who fought most gallantly, was killed. Of the remaining ships some were taken outside the harbour, others within, and some were captured by Nicander while they were trying to put off from the shore. Only five Rhodian vessels and two from Cos escaped. They had kindled fires in braziers which they hung from poles projecting over the bows, and the terrifying sight of these flames enabled them to clear a way through the crowded ships. The Erythraean triremes which were coming to reinforce the Rhodian fleet met the fugitive vessels not far from Samos, and thereupon changed their course to the Hellespont to join the Romans. Just before this Seleucus captured through an act of treachery the city of Phocaea; one of its gates was opened to him by a soldier on guard. The alarm this created led Cyme and other cities on that coast to go over to him.

### 12

Whilst these events were occurring in Aeolis, Abydos had for several days been standing a siege, and the king's garrison had been defending the walls. At last, when all were weary of the struggle, the commandant, Philotas, entrusted the magistrates with the task of opening negotiations with Livius with a view to surrender. Matters were delayed by their being unable to agree as to whether the garrison should be allowed to depart with their arms or without them. Whilst they were discussing this point news arrived of the Rhodian defeat. This took the question out of their hands, for Livius, fearing lest Polyxenidas after such an important success should surprise the fleet at Canae, instantly abandoned the siege of Abydos and the protection of the Hellespont and put to sea the vessels which had been drawn up on the land there. Eumenes went to Elea and Livius sailed for Phocaea with the whole of his fleet and two ships which had joined him from Mitylene. On being informed that the place was held by a strong garrison for the king and that Seleucus was encamped not very far away, he raided the coast and hastily conveyed the spoil, mostly prisoners, on board his ships. He only waited till Eumenes came up with his fleet and then started for Samos. At Rhodes the tidings of the disaster caused widespread grief and alarm, for in addition to the loss in ships and men they had lost the flower and strength of their youth, for many of their nobles had amongst other motives been attracted by the character of Pausistratus which stood deservedly very high amongst his compatriots. But their grief gave place to anger at the thought of their having been the victims of treachery and, worst of all, at the hands of their own fellow-countrymen. They at once despatched ten ships and a few days later ten more, all under the command of Eudamus, a man by no means the equal of Pausistratus in other military qualities, but one who, they believed, would prove a more cautious leader, as possessing a less adventurous spirit. The Romans and Eumenes brought up the fleet first at Erythrae, where they stayed one night. The day following they kept their course to the headland of Corycus. From there they intended to cross over to the nearest point of Samos, but as they did not wait for the sunrise, from which the pilots could note the state of the sky, they sailed into uncertain weather. When they were half-way the north-east wind backed into the north and they began to toss on the waves of an angry sea.

### 13

Polyxenidas suspected that the enemy would make for Samos in order to form a junction with the Rhodian fleet. Putting out from Ephesus he first stood off Myonnesus, and from there sailed on to an island called Macris for the purpose of catching any stragglers from the fleet as it sailed past, or attacking, at advantage the hindmost ships. When he saw that the fleet was scattered by the storm he thought that his chance of attacking them had come, but in a short time the gale increased in violence and raised a heavy sea, making it impossible for him to approach them. He now steered for the island of Aethalia, intending to attack them the next day while they were putting into Samos. Towards evening a few Roman ships gained a deserted harbourage in the island, and the rest of the fleet, after tossing on the deep the whole night through, reached the same haven. Here they learnt from the peasants that the enemy's fleet was lying at Aethalia, and a council of war was held to decide whether they should seek a decision at once or wait for the Rhodian contingent. It was decided to put off the encounter and they returned to their base at Corycus. Polyxenidas also, after waiting in vain, returned to Ephesus. Now that the sea was clear of the hostile ships the Romans sailed to Samos. The Rhodian fleet arrived a few days later, and to show that the Romans had only been waiting for them, they left at once for Ephesus to bring about a decisive battle, or if the enemy declined battle, to force an admission that he was afraid to fight, which would very materially influence the attitude of the various cities. They lay off the entrance to the harbour with the ships all abreast in a long line. As no enemy appeared, one division of the fleet anchored at the harbour mouth, the other disembarked its marines who proceeded to devastate the country far and wide. While they were bringing back an enormous amount of plunder and passing near the walls, Andronicus, a Macedonian, who commanded the garrison of Ephesus, made a sortie, took a large part of the plunder from them and drove them back to the ships. The next day the Romans planted an ambuscade about half-way between the city and the coast and advanced in line of march towards the city in order to draw the Macedonian outside the walls. Suspecting what had happened no one came out, and they marched back to their ships. As the enemy shunned an encounter either on land or sea, the fleet returned to Samos. From this port the praetor despatched two vessels belonging to the Italian allies and two Rhodian ships under the command of Epicrates to the Strait of Cephallania. This sea was infested by pirates under the leadership of Hybristas a Lacedaemonian, and supplies from Italy were cut off.

### 14

Lucius Aemilius Regillus, who succeeded to the command of the fleet, was met at the Piraeus by Epicrates. On hearing of the defeat of the Rhodians, as he himself had only two quinqueremes, he took Epicrates and his four ships with him to Asia, and some ships from Athens accompanied him. He crossed the Aegean to Chios. Timasicrates the Rhodian arrived there in the dead of night with two quinqueremes from Samos, and on being conducted to Aemilius, explained that he had been sent as an escort because the king's ships made those waters dangerous for transports by their constant excursions from the Hellespont and from Abydos. Whilst Aemilius was crossing from Chios to Samos he was met by two Rhodian quadriremes sent to him by Livius, and Eumenes also met him with two quinqueremes. On his arrival at Samos, Aemilius took over the fleet from Livius, and after the customary sacrifices had been duly offered he called a council of war. Livius was first asked for his opinion. He said that no one could give more sincere advice than the man who advised another to do what he would himself do, were he in his place. He had had it in his mind to sail to Ephesus with the whole of his fleet, including a number of transports loaded with ballast, and sinking these at the entrance of the harbour. This barrage would not involve much trouble because the mouth of the harbour was like that of a river, long, narrow and full of shoals. In this way he would have prevented the enemy from operating by sea and made his fleet useless.

### 15

This suggestion found no supporters. Eumenes asked: "What do you mean? When you have barred access to the sea with the sunken ships whilst your own fleet is free, are you going to sail away to assist your friends and spread alarm amongst your enemies, or are you going to continue your blockade of the harbour just the same? If you leave the place, who can have the slightest doubt that the enemy will raise the sunken obstacles and open the harbour with less trouble than it will take us to close it? And if you have to remain here, what good will the closing of the harbour do? Nay, on the other hand, they will spend the summer in the peaceful enjoyment of a harbour perfectly safe and a city filled with wealth, with all the resources of Asia at their command, whilst the Romans, exposed to waves and storms on the open sea and deprived of all supplies, will have to maintain a constant watch and will be themselves more tied up and debarred from doing what ought to be done than the enemy, in spite of their barriers." Eudamus, the commandant of the Rhodian fleet, expressed his disapproval of the plan without saying what he thought ought to be done. Epicrates gave it as his opinion that for the time being they ought to leave Ephesus out of account and send a portion of the fleet to Lycia to gain Patara, the capital of the country, as an ally. That course would possess two great advantages: the Rhodians with a friendly country opposite their island would be able to devote their undivided strength to the war with Antiochus, and his fleet which was being assembled in Cilicia would be prevented from joining Polyxenidas. This proposal weighed most with the council; it was, however, decided that Regillus should take the whole fleet to the port of Ephesus to overawe the enemy.

### 16

C. Livius was sent to Lycia with two Roman quinqueremes, four Rhodian quadriremes and two undecked ships from Smyrna. His instructions were to visit Rhodes on his way and communicate his plans to the government. The cities which he passed on his voyage - Miletus, Myndus, Halicarnassus, Cnidus and Cos - fully met all his requirements. When he arrived in Rhodes he explained the object of his expedition, and asked their opinion on it. It was universally approved and three additional quadriremes were supplied for his fleet. He then set sail for Patara. A favourable wind carried them right up to the city, and they hoped that the suddenness of their appearance might frighten the citizens into deserting Antiochus. Afterwards the wind veered round and a heavy cross-sea arose. They succeeded by dint of hard rowing in holding the land, but there was no safe anchorage near the city and they could not lie off the harbour mouth in such a rough sea and with night coming on. Sailing past the city walls they made for the port of Phoenicus rather less than two miles away. This harbour afforded a safe shelter from the violence of the waves, but it was surrounded by high cliffs which the townsmen together with the king's troops who formed the garrison promptly occupied. Though the shore was rocky and landing difficult, Livius sent the contingent from Issa and the Smyrnean light infantry to dislodge them. As long as these light troops had only few to deal with they kept up the contest with missiles and desultory skirmishing more than with hand-to-hand fighting, but as more and more came out of the city in a constant stream and at last the whole of the able-bodied population were pouring out, Livius began to feel apprehensive lest his light troops should be cut off and the ships assailed from the shore. So he sent into the fight the whole of his troops, the seamen and even the rowers, armed with whatever weapons they could get hold of. Even then the battle hung in suspense and not only were a good many soldiers killed, but L. Apustius was amongst those who fell in this promiscuous fighting. The Lycians, however, were routed and driven back to their city and the Romans returned, victorious, but with considerable losses, to their ships. All idea of making any further attempt on Patara was abandoned; the Rhodians were sent home and Livius, sailing along the coast of Asia, crossed over to Greece to meet the Scipios who were in Thessaly at the time. Then he returned to Italy.

### 17

Stress of weather had compelled Aemilius to abandon his station at Ephesus and he returned, without having effected anything, to Samos. Here he learnt that Livius had abandoned the Lycian campaign and left for Italy. He looked upon the failure at Patara as a humiliation and decided to sail thither with his whole fleet and attack the city with his full strength. Sailing past Miletus and the other friendly cities on the coast, he landed at Jasus in the bay of Bargyliae. The city was held by the king's troops; the Romans treated the country round as hostile and ravaged it. Then they tried to open negotiations with the magistrates and leading citizens with the view of inducing them to surrender, but after they assured him that they had no power whatever he prepared to storm the place. There were with the Romans some refugees from Jasus. These men went in a body to the Rhodians and implored them not to allow a city which was a neighbour and of the same nationality as they were to perish through no fault of its own. They pleaded that they had been expelled from their native town solely because of their fidelity to Rome, and those who still remained there were forcibly held down by the king's troops lust as they had been forcibly expelled. The one desire in the breast of everyone in Jasus was to escape from their slavery to Antiochus. Moved by their entreaties and supported by Eumenes, the Rhodians urged upon the consul their ties of common nationality with the besieged and the wretched plight of the city, beleaguered by the king's garrison. They succeeded in persuading him to desist from attacking it. Sailing away from there, as all the other cities were friendly, the fleet skirted the Asiatic shore and reached Loryma, a harbour opposite Rhodes. Here remarks were made by the military tribunes, in their private conversations, which at last reached the ears of Aemilius, to the effect that the fleet was withdrawn from Ephesus, its proper theatre of war, so that the enemy, left with full liberty of action, was able to make attempts on all the cities in his neighbourhood which were allied with Rome. Aemilius was so far influenced by what he heard that he summoned the Rhodians and inquired of them whether the whole of the fleet could find room in the harbour of Patara. On their assuring him that it could not, he made this a ground for abandoning his project, and took his ships back to Samos.

### 18

During this time Seleucus, who had kept his army in Aeolis all the winter, engaged partly in rendering assistance to his allies and partly in ravaging the territories of those cities which he failed to win over, decided now to cross the frontiers of Eumenes whilst he was at a distance from home, engaged in attacking the maritime cities of Lycia in conjunction with the Romans and Rhodians. He began by threatening an attack on Elea, then abandoning the siege he ravaged the surrounding district, and then went on to attack Pergamum, the capital and stronghold of the kingdom. Attalus posted troops in front of the city and sent forward skirmishers of cavalry and light infantry to harass the enemy without meeting him in a regular engagement. When he found in these encounters that he was in no way a match for his foe, he retired within his walls and the investment of the city commenced. Antiochus left Apamea just about this time and encamped first at Sardis and then at the head of the Caicus, not far from Seleucus' camp, with a vast army drawn from various nations, the most formidable of whom were the Gaulish mercenaries, about 4000 strong. These, with a small admixture of other troops, were sent to devastate every part of the territory of Pergamum. As soon as news of this reached Samos, Eumenes, summoned home by this war within his borders, sailed direct to Elea, where a body of cavalry and light infantry were in readiness. Feeling himself safe with these, he hurried on to Pergamum before the enemy were aware or had made any movement to oppose him. Here again the fighting was confined to skirmishes, as Eumenes firmly declined to risk a decisive action. A few days later the Roman and Rhodian fleets moved from Samos to Elea to support the king. When Antiochus received intelligence that troops were landed at Elea and that such a large naval force was concentrated in a single harbour, and at the same time learnt that the consul and his army were already in Macedonia, and that all preparations were being made for crossing the Hellespont, he thought that the time had come for discussing terms of peace, before he was beset both by land and sea. There was some rising ground over against Elea, and he selected this for the site of his camp. Leaving all his infantry there, and his cavalry, of which he had 6000, he went down into the plain which extended to the walls of Elea, and sent a herald to Aemilius to inform him that he wished to open up negotiations for peace with him.

### 19

Aemilius invited Eumenes over from Pergamum and held a council, at which both Eumenes and the Rhodians were present. The Rhodians were not disinclined for peace, but Eumenes said that no peace proposals could be honourably entertained at that moment, nor could any final settlements be made. "How," he asked, "shall we, beleaguered and shut within our walls, listen with honour to any terms of peace? Or who will regard any peace settlement as valid if made without the consent of the consul, the authority of the senate and the order of the people of Rome? I put this question to you - If peace be made through you, are you going to return at once to Italy and carry away your army and your fleet, or will you wait to learn what the consul thinks, what decision the senate comes to, what order the people make? It remains, then, that you must stay in Asia and, all active operations suspended, your troops must be sent into winter quarters to drain the resources of your allies by the requisitions of your commissariat. And then, if the supreme powers so decide, we must begin the war all over again, whereas, if our strong offensive were in no way slackened or hampered by delay, we could have brought it to a close, if the gods so willed it, before winter sets in." This argument prevailed, and Antiochus was told that, till the consul arrived, there could be no discussion of the terms of peace. Finding his efforts to procure peace fruitless, Antiochus proceeded to devastate the lands of the people of Elea and then those belonging to Pergamum. Here he left Seleucus and continued his march with the intention of attacking Adramytteum, till he reached the rich district known as the "Plain of Thebe," celebrated in the poem of Homer. In no other locality in Asia was a greater amount of plunder secured by the king's troops. Aemilius and Eumenes, sailing round with their fleet, also appeared before Adramytteum as a protection to the city.

### 20

At this juncture a force despatched from Achaia, numbering 1000 infantry and 100 cavalry, approached Elea. On their landing they were met by a party sent by Attalus to conduct them to Pergamum. They were all veteran troops with war experience, and under the command of Diophanes, a pupil of Philopoemen, the foremost Greek general of his day. Two days were devoted to resting the men and horses, and also to keeping the enemy's advanced posts under observation and ascertaining at what points and at what hours they came on and went off duty. The king's troops made it a practice to advance up to the foot of the hill on which the city stands. In this way they acted as a screen, and the plundering parties behind them were not interfered with, as none came out of the city, not even to attack the advanced posts with missiles at long range. After the citizens had been once cowed by defeat they shut themselves within their wall, and the king's troops looked upon them with contempt and became careless. A great many did not keep their horses either saddled or bridled; a few were left standing to arms, while the rest were dispersed all over the plain, some betaking themselves to games and sports, others feeding under the shade of the trees, some even stretched in slumber.
Diophanes observed all this from Pergamum on the hill, and ordered his men to arm themselves and be in readiness at the gate. He then went to Attalus and told him that he had made up his mind to attack the enemy. With very great reluctance Attalus gave his consent, for he saw that he would have to fight with 100 cavalry against 600 and 1000 infantry against 4000. Diophanes went out from the gate and took up a position not far from the enemy's advanced posts and waited his opportunity. The people of Pergamum looked upon it as madness rather than courage, and the enemy, after keeping them under observation for some time, and seeing no movement of any kind, became careless as usual, and even ridiculed the smallness of their opponents' force. Diophanes made his men keep quiet for a while, then, when he saw that the enemy had broken up their ranks, he gave the infantry orders to follow as rapidly as possible, and putting himself at the head of his troop of cavalry, charged the enemy's detachment at full speed, infantry and cavalry alike shouting their battle-cry. The enemy were thrown into a state of panic, even the horses were terrified and broke their halters, creating confusion and alarm amongst their own men. A few were not scared, and stayed where they were tethered, but even these the riders did not find it an easy task to saddle and bridle and mount, for the Achaean troopers were creating an alarm and terror out of all proportion to their numbers. The infantry, coming up in their ordered ranks, prepared for battle, attacked a foe carelessly scattered and almost half asleep. The whole plain was covered with the bodies of the slain, and men were everywhere fleeing for their lives. Diophanes kept up the pursuit as long as it was safe, and then retired to the shelter of the city walls, after winning great glory for the Achaeans, for the women as well as the men had watched the action from the walls of Pergamum.

### 21

The next day the king's advanced posts, in better order and more careful formation, entrenched themselves half a mile further from the city, and the Achaeans went out about the same time and to the same place as on the previous day. For several hours the two sides were on the alert, as though in expectation of an immediate attack. When the hour for returning to camp came, just before sunset, the king's troops massed their standards and withdrew in order of march rather than of battle. As long as they could see him Diophanes kept quiet, then he charged the rear of the column as furiously as he did the day before, and again created such confusion and panic that, though they were being cut down from behind, no attempt was made to halt and face the enemy. They were driven to their camp in great disorder, with their ranks almost completely broken up. This dashing exploit of the Achaeans compelled Seleucus to remove his camp from Pergamene soil. On learning that the Romans had gone to protect Adramytteum, Antiochus left that city alone, and after ravaging the lands of Peraea, a colony from Mitylene, he carried the city itself by assault. Cotton, Corylenus, Aphrodisias and Prinne were taken at the first attempt. He then returned by way of Thyatira to Sardis. Seleucus remained on the coast, a terror to some and a protection to others. The Roman fleet in company with Eumenes and the Rhodians sailed to Mitylene, and from there to their base at Elea. They left that place for Phocaea and brought up at an island called Bacchium, opposite the city, which was rich in works of art. On a former occasion they had spared the numerous temples and statues, but now they treated them as enemy property and plundered them. Then they sailed across to the city and after distributing the troops at different points of attack they commenced the assault. It seemed possible that it might be taken by escalade without the usual siege machinery, but after a contingent of 3000 men which Antiochus had sent for its defence had entered the city, the attack was at once abandoned and the fleet withdrawn to the island without accomplishing anything beyond the devastation of the country round the city.

### 22

It was now decided that Eumenes should go home and make the necessary preparations for the passage of the consul and his army across the Hellespont, whilst the Roman and Rhodian fleets returned to Samos, and remained stationed there to prevent Polyxenidas from moving out of Ephesus. Here M. Aemilius the praetor's brother died. After the funeral honours had been paid, the Rhodians set sail for Rhodes with thirteen ships of their own, one quinquereme from Cos and one from Cnidus. They were to take up their station there in order to be ready for the fleet which was reported to be coming from Syria. Two days before Eudamus arrived with the fleet from Samos, a squadron of thirteen ships, together with four which had been guarding the coast of Caria, had been despatched from Rhodes under the command of Pamphilidas to meet this same Syrian fleet, and had raised the siege of Daedala and other fortified places belonging to Peraea which the king's troops were investing. Eudamus received instructions to sail again at once. The fleet which he had brought with him was augmented by six undecked ships, and with this force, by making all possible speed, he overtook the other at a harbour called Megiste. From there the combined fleets sailed on to Phaselis, which appeared to be the best position in which to await the enemy.

### 23

Phaselis is situated on the confines of Lycia and Pamphylia and stands on a headland jutting out into the sea. It is the first land visible to ships sailing from Cilicia to Rhodes, and affords an extensive view seawards. This position was selected mainly because it lay on the route of the enemy fleet. One thing, however, had not been foreseen. Owing to the unhealthiness of the locality and the season of the year - it was midsummer - and also in consequence of a strange and mysterious smell, there was a great deal of sickness, especially among the men at the oars. Alarmed at the spread of this epidemic they sailed away and passing the Pamphylian Gulf anchored off the mouth of the Eurymedon. Here they were informed by messengers from Aspendus that the enemy were at Sida. The progress of the king's fleet had been retarded by the Etesian winds, which blow from the N.W. at a fixed season. The Rhodian force consisted of thirty-two quadriremes and four triremes; the king's fleet numbered thirty-seven vessels of larger build; amongst them were three hepteres and four hexeres. There were in addition to these ten triremes. They, too, discovered from an observation post that the enemy were not far off. On the morrow, as soon as it was light, the two fleets left their anchorage, prepared to fight on that day. As soon as the Rhodians had rounded the point which projects into the sea from Sida, both fleets came at once in sight of each other. The left division of the king's fleet which stood out to sea was under Hannibal's command, the right under that of Apollonius, one of the court nobles, and they already had their ships in line. The Rhodians came on in a long column, Eudamus' ship leading, Chariclitus closing the rear and Pamphilidas commanding the centre. When Eudamus saw that the enemy were in line and prepared to engage, he too put out to the open sea and signalled to the ships which followed to move into line as they came up, keeping their order. This at first led to some confusion as he had gone sufficiently far out to sea to allow of all the ships coming into line towards the land, and in his extreme haste he had only five ships with him when he met Hannibal, the rest were not following, but were, as ordered, getting into line. On the extreme left there was no further room towards the land, and they were still in confusion when the fighting began on the right with Hannibal.

### 24

But the excellence of their vessels and their own practiced seamanship took away all fear from the Rhodians in a moment. Each ship in turn steered towards the open sea and so allowed room on the land side for the one which followed it, and whenever any of them closed with an enemy vessel with its beak foremost, it either tore a hole in its prow or sheared off its oars, or else, where it found a clear way through the line, it passed it and attacked its stern. What caused the greatest alarm was the sinking of one of the hepteres at a single stroke by a much smaller Rhodian vessel; and on this, the right division were showing unmistakable signs of preparing for flight. Hannibal, on the other hand, in the open sea, was closing with a large number of ships on Eudamus, and in spite of the Rhodian's superiority in all other respects, would have hemmed him in had not the signal which is customarily used to call a scattered fleet together been given from the commander's ship. All the ships which had won the day on the right immediately rushed to their comrades' help. Now it was Hannibal and the ships round him which took to flight; the Rhodians, however, were unable to pursue them as most of the rowers were out of health, and therefore more quickly tired. Whilst they were recruiting their strength with food as they lay on the water, Eudamus from the turret of his ship was watching the enemy as they employed their open ships to tow away the damaged and crippled ones, not much more than twenty getting away uninjured. He called for silence and then said, "Come and feast your eyes on a wonderful sight." They all got up, and after watching the hurried flight of the enemy exclaimed, with almost one voice, that they ought to follow them up. Eudamus' own ship had been repeatedly struck, so he ordered Pamphilidas and Chariclitus to go in pursuit as far as they could do so with safety. They kept up the chase for a considerable time, but when Hannibal drew near the land they were afraid of being wind-bound off the enemy shores, and so they returned to Eudamus with the captured heptere which had been struck in the beginning of the battle, and with some difficulty they succeeded in towing it to Phaselis. From there they sailed back to Rhodes, not so much delighted at their victory as angry with one another because they had not sunk or captured the whole of the hostile fleet, when it was in their power to do so. So deeply did Hannibal feel this one defeat that though he was very anxious to join the king's fleet as soon as he could, he did not venture to sail beyond the coast of Lycia, and to prevent him from being at liberty to do this the Rhodians sent Chariclitus with twenty ships of war to Patara and the harbour of Megiste. Eudamus received instructions to return to the Romans at Samos with seven of the largest vessels out of his fleet and use all the influence he possessed and every argument he could employ to induce the Romans to take Patara.

### 25

The news of the victory followed by the appearance of the Rhodians caused much rejoicing amongst the Romans; it was quite evident that if the Rhodians were relieved from that cause of anxiety they would make all the seas in that part of the world safe. But the departure of Antiochus from Sardis and the danger of his seizing the cities on the coast forbade their abandoning the defence of the shores of Ionia and Aeolis. Consequently, they sent Pamphilidas with four ships to reinforce the fleet off Patara. Antiochus had been busy collecting contingents from all the cities round him, and had also sent a letter to Prusias the king of Bithynia. In this despatch he bitterly complained of the Roman expedition to Asia; they had come, he wrote, to deprive them all of their crowns so that there might be no sovereignty but that of the Romans anywhere in the world; Philip and Nabis had been reduced to submission; he, Antiochus, was to be the third victim; like a spreading conflagration they would envelop all, as each lay nearest to the one already overthrown. Now that Eumenes had voluntarily accepted the yoke of servitude, it would be but a step from Antiochus to Bithynia. Prusias was much perturbed by this letter, but any doubts or suspicions which it might have created were set at rest by a letter from the consul and still more so by one from the consul's brother, Africanus. In this letter he showed how it was the uniform practice of the Roman people to enhance the dignity of their royal allies by bestowing every honour upon them, and quoted instances of his own policy in order to persuade Prusias to show himself worthy of his friendship. The chieftains whom he had taken under his protection in Spain he had left with the title of kings; Masinissa he had established on his throne and on that of Syphax, who had expelled him, as well, and now he was not only by far the most prosperous monarch in Africa, but the peer in greatness and power of any monarch in the world. Philip and Nabis, who had been enemies and whom T. Quinctius had conquered, had still their thrones left them; in the case of Philip even the payment of tribute had been remitted during the past year, his son who had been a hostage was restored to him, and he had been allowed to recapture some cities outside Macedonia without any interference from the Roman generals. Nabis, too, would have retained his honour and dignity had not his own madness and the treachery of the Aetolians proved fatal to him. Such was the tenor of Africanus' communication. What did most to determine the king's attitude was a visit from C. Livius, the late commandant of the fleet. He came on a special mission from Rome and made the king understand how much more certain the prospect of victory was for the Romans than for Antiochus, and how much more inviolable and secure his friendship would be in their eyes than in those of the king.

### 26

Now that he had lost all hope of securing Prusias as an ally, Antiochus left Sardis for Ephesus in order to inspect the fleet which had been fitted out and in readiness for several months. It was the impossibility of offering an effective resistance to the Roman army with the two Scipios in command rather than any naval successes in the past or any well-grounded confidence he felt at the time which made him interest himself in his fleet. For the moment, however, there were some things to encourage him. He had learned that a large part of the Rhodian fleet was at Patara and that Eumenes had gone with all his ships to the Hellespont to meet the consul. The destruction of the Rhodian fleet at Samos, as the result of treachery, also did something to raise his spirits. These considerations led him to send Polyxenidas with his fleet to try the chances of battle at all hazards, whilst he himself led his forces to Notium. This place belongs to Colophon and is about two miles distant from it and overlooks the sea. He wanted to get Colophon itself into his power, for it was so near Ephesus that he could take no action by sea or land which was not visible to the people of Colophon who at once informed the Romans. When once the Romans heard that Notium was besieged he felt sure that they would bring up their fleet from Samos to help their ally, and this would give Polyxenidas his opportunity.
Accordingly he commenced the siege of the city in regular form; his lines were extended equally in two directions down to the sea; on both sides he carried the agger and the vineae up to the walls and the battering-rams with their shelters were placed in position. Appalled at these dangers the people of Colophon sent to L. Aemilius at Samos to implore him for his own honour and the honour of Rome to come to their assistance. Aemilius was chafing under his protracted inactivity at Samos, the last thing he was expecting was that Polyxenidas, after being twice challenged by him in vain, would give him an opportunity of fighting. He also felt it a humiliation to be tied and bound to the assistance of besieged Colophon whilst the fleet of Eumenes was helping the consul to transport his legions to Asia. Eudamus, who had kept him at Samos, now with all the other officers urged him to go to Colophon. They pointed out how much more satisfactory it would be to relieve their friends or inflict a second defeat upon a fleet which had been worsted once, and so wrest the command of the sea from the enemy, than it would be if he were to abandon his allies, desert his proper sphere of action by sailing to the Hellespont and so leave Asia at the mercy of Antiochus both by sea and land.

### 27

As their stores were all consumed, the Roman fleet left Samos with the intention of sailing to Chios to get supplies. This island was a Roman granary and all the transports from Italy directed their course thither. Coasting round from the city to the opposite side of the island which looks north towards Chios and Erythrae, they were on the point of sailing across when the praetor received a despatch informing him that a large quantity of corn from Italy had reached Chios, but that the vessels laden with wine had been detained by storms. At the same time a report was brought to the effect that the Teians had furnished the king's fleet with liberal supplies and had promised to give them 5000 jars of wine. Aemilius was now half-way across, but he at once diverted his course to Teos with the intention of making use of the provisions prepared for the enemy, with the consent of the townsmen, or if not, prepared to treat them as enemies. As they were steering for the land some fifteen ships came into view off Myonnesus. The praetor thought at first that they were part of the king's fleet and began to pursue them, then it became evident that they were piratical barques and cutters. They had been plundering along the coast of Chios and were returning with booty of every description. When they saw the fleet they took to flight and owing to their vessels being lighter and built especially for the purpose and also because they were nearer the land, they outsailed their pursuers. Before the Roman fleet got near them they made their escape into the harbour of Myonnesus and the praetor, hoping to force their ships out of the harbour, followed them though he was unacquainted with the locality. Myonnesus stands on a headland between Teos and Samos, the point itself is a conical-shaped hill running up from a fairly broad base into a sharp peak. It is approached from the land side by a narrow path, and shut in from the sea by cliffs, which have been so worn away at their base by the waves that in some places the overhanging rocks project beyond the ships lying at anchor beneath them. The Roman ships did not venture close in lest they should be exposed to attacks from the pirates on the overhanging cliffs, but lay near the enemy through the day. Just before nightfall they abandoned their fruitless task and the next day arrived at Teos. After the ships had been drawn up in the Geraesticum - a harbour behind the city - the praetor sent out his men to plunder the surrounding country.

### 28

When the Teians saw this devastation going on before their eyes they sent a deputation, wearing suppliant emblems, to the Roman commander. In reply to their protestations of innocence as to any hostility in either word or deed against the Romans, he charged them with having assisted the enemy with whatever supplies they needed, and told them how much wine they had promised to Polyxenidas, and that if they would furnish the Roman fleet with the same quantity he would recall his soldiers from their raid. On the return of the deputation with this stern reply the townsmen were summoned by the magistrates to an assembly that they might consult as to what they should do. Polyxenidas meantime had heard that the Romans had moved from Samos and, after chasing the pirates to Myonnesus, had anchored their ships in the harbour and were plundering the Teian district. He proceeded with the king's fleet from Colophon and, without betraying his movements, cast anchor at an island opposite Myonnesus - the seafaring men call it Macris - on the very day, as it happened, that the Romans reached Teos.
From his position near the enemy he found out what they were doing, and was at first in great hopes of defeating the Romans by the same maneuver as that by which he had worsted the Rhodian fleet at Samos, namely by blocking the mouth of the harbour. The situation was much the same, the harbour is so shut in by the converging headlands that it is difficult for two ships to come out abreast. Polyxenidas intended to seize these headlands during the night and, after stationing ten ships off each to make a flank attack on the enemy vessels as they came out, he was going to land the troops from the rest of his fleet, as he had done at Panhormus, and overpower the Romans on sea and land alike. His plan would have succeeded but for the movements of the Roman fleet. As the Teians had undertaken to comply with the praetor's requirements it was thought more convenient, for the purpose of taking the supplies on board, to move into the other harbour in front of the city. Eudamus also, it is stated, drew attention to the disadvantages of the first harbour after two ships had smashed their oars by fouling one another in the narrow entrance. A further consideration which weighed with the praetor and induced him to change his moorings, was the danger which threatened him from the land, as Antiochus had his standing camp at no great distance.

### 29

When the fleet had been brought round to the city, the sailors and soldiers went ashore to obtain for each ship its share of the provisions, and especially of the wine. Not a single man was aware of the proximity of Polyxenidas. Towards midday a countryman was brought before the praetor, and reported that a fleet had been lying in front of the island of Macris for two days, and that a few hours ago some of the vessels looked as if they were preparing to sail. The praetor was considerably alarmed at this unexpected intelligence, and ordered the trumpeters to sound the assembly, so that those who were dispersed over the fields might come back, whilst the military tribunes were sent into the city to hurry the soldiers and sailors on board. The disorder was just like that caused by an outbreak of fire or the capture of a city: some were running into the city to recall their comrades, others were running out of the city to rejoin their ships, and amidst confused orders, wild shouting, and the braying of the trumpets, there was a general rush to the ships. Hardly anyone could make out his own ship or get near it for the tumult, and the confusion might have been attended with serious danger both on sea and land had it not been for the prompt action of the praetor. Leaving Eudamus to conduct his own operations, Aemilius led the way out of the harbour into the open sea, and meeting each ship as it came up, assigned its place in the line. Eudamus with his Rhodians remained along shore, in order that they might embark without confusion and each ship sail out as soon as it was ready. Thus the first line was formed under the praetor's eye, the Rhodians brought up the rear, and the combined fleet sailed out to sea in battle formation, as though the enemy were actually in sight. They were between Myonnesus and the point of Corycus when they got their first view of the enemy. The king's fleet, which was advancing in a long column, two ships abreast, also deployed into line and extended its left far enough to be able to envelop the Roman right. When Eudamus saw this, and realised that the Romans could not make their line equal in length to that of the enemy, and that their right would be enveloped, he speeded up his ships, which were by far the swiftest in the whole fleet, and after extending his line as far as the enemy's, placed his own vessel opposite to that of Polyxenidas.

### 30

And now both fleets were everywhere in action. On the side of the Romans eighty ships were engaged, twenty-two of which were Rhodian vessels. The enemy fleet numbered eighty-nine, and of the largest classes of ships they had three with six tiers of oars and two with seven. The Romans were far superior in the stoutness of their ships and the bravery of their men; the Rhodians equally had the advantage in the handiness of their vessels, the skill of their helmsmen, and the training and discipline of the oarsmen. But they created the greatest alarm among the enemy by their fire-ships; the one thing which saved them at Panhormus proved here also the most effective means of victory. When the king's ships swerved aside through fear of the flames, they were unable to ram the hostile ships with their beaks, and at the same time laid themselves open to be struck on the side; any ship that did close with another was covered with the fire poured upon it, and they were thrown into greater confusion by the fire than by the actual fighting. Still, as usual, the fighting power of the soldiers was the main factor in the contest. The Romans broke through the enemy's centre, and then working round they attacked from the rear the ships which were engaged with the Rhodians, and in a very short space of time Antiochus' centre and the ships of the left division were being surrounded and sunk. Those on the right, as yet intact, were more alarmed at the defeat of their comrades than at any danger which threatened them. But when they saw their other vessels in the midst of the enemy ships and Polyxenidas deserting his fleet and fleeing with all sails set, they promptly hoisted their topsails, as the wind was favourable for those making for Ephesus, and took to flight, after losing forty-two ships in the battle, thirteen of which fell into the enemy's hands, the rest being either burnt or sunk. Two Roman ships were complete wrecks, several were damaged. One Rhodian vessel was captured through a remarkable accident. On ramming a Sidonian vessel the blow shook the anchor out of the ship on to the prow of the other, which it held with its fluke as though with a grapple. In the confusion which followed the Rhodians backed water to get clear of the enemy, but the anchor chain dragged, and becoming entangled with the oars, swept off all those on one side of the ship. Thus weakened it was captured by the very ship which had been rammed and made fast to it. Such, in its main features, was the sea fight at Myonnesus.

### 31

Antiochus was now thoroughly alarmed. Driven from the mastery of the sea, he despaired of being able to defend his distant possessions and, adopting a policy which events subsequently proved to be a mistaken one, he withdrew his garrison from Lysimachia to prevent its being cut off by the Romans. It would not only have been easy to defend Lysimachia against the first attack of the Romans, but the place could have stood a siege through the whole winter and this check would have reduced the besiegers to sore straits for provisions. Meantime there might have been some opportunity for coming to terms and securing peace. Nor was Lysimachia the only place which he gave up to the enemy after his naval defeat; he also raised the siege of Colophon and retired to Sardis. From here he sent to Cappadocia to ask help from Ariarathes, and to every place where he could possibly collect troops. His one fixed object now was to decide matters on the battlefield. After his victory Regillus Aemilius sailed to Ephesus and formed his ships in line before the harbour. When he had thus forced from the enemy a final admission of their renunciation of sea power he sailed to Chios, whither he was directing his course before the naval battle. Here the damaged ships were repaired, and as soon as this work was finished he sent L. Aemilius Scaurus to the Hellespont with thirty ships to convey the army across. By way of an honourable distinction he gave the Rhodians a share of the plunder and also the spoils of the naval battle, and then told them they might go home. Before doing so they took an active part in transporting the consul's troops, and not till this task was completed did they return home. The Roman fleet sailed from Chios to Phocaea. This city lies in the innermost part of a bay; it is oblong in shape and the walls enclose a space of about two and a half miles, then it narrows on either hand like the sides of a wedge. The apex of the wedge is called Lamptera. Here the town has a breadth of twelve hundred paces and from it a tongue of land stretches seaward like a straight stroke almost through the centre of the bay. Where it approaches the narrow mouth of the bay it forms two excellent and perfectly safe harbours, facing in opposite directions. The one which looks north is called Naustathmon from its affording anchorage for a large number of ships; the other is close to Lamptera.

### 32

When the Roman fleet had occupied these perfectly sheltered harbours the praetor thought it advisable, before he laid regular siege to the place, to make overtures to the magistrates and leading men of the city. When he found that they were bent upon resistance he commenced his attack from two different points. One quarter contained but few private buildings, a considerable space being occupied by temples, and he brought up the rams at this part first and began to batter the walls and towers. When the citizens had collected here for its defence the rams were brought up against another section, and now the walls were being laid in ruins in both directions. After they had fallen the Roman soldiers began to fight their way over the ruins, but the townsmen offered such a determined resistance that it was clear they found more help from their arms and courage than from their walls. At length the risk to which his men were exposed compelled the praetor to sound the retire, as he was unwilling to expose them heedlessly to an enemy maddened by despair. Though the actual fighting was put a stop to, the defenders did not even then allow themselves any rest, they assembled from all quarters to repair and strengthen what had been laid in ruins. Q. Antonius, who had been sent by the praetor, appeared amongst them while they were thus engaged, and after censuring their obstinacy pointed out that the Romans were more anxious than they were that the struggle should not end in the destruction of their city; if they were willing to desist from their madness they would have it in their power to surrender on the same terms as they had formerly obtained from C. Livius. On hearing this they asked for a five days' armistice in which to deliberate, and meantime they tried to find out what prospect of help there was from Antiochus. The envoys they had sent to the king brought back word that they must not look for any support from him, and on this they at last opened their gates after stipulating that they should not be treated as enemies. After the praetor had announced his wish that those who had surrendered should be spared, and whilst the standards were being borne into the city, shouts of protest were raised everywhere amongst the troops, who were furious at the Phocaeans, who had never been loyal allies but always bitter enemies, getting off with impunity. At this cry, as though the praetor had given the signal, the men ran off in all directions to sack the city. At first Aemilius tried to stop them and call them back by telling them that it was captured and not surrendered cities that were sacked, and even in the case of these the decision rested with the general, not with the soldiers. When he saw that passion and greed were too strong for his authority, he sent heralds through the city with orders to summon all free men into the forum where they would be safe from injury, and so far as his authority extended he kept his word. He restored to them their city, their lands and their laws, and as winter was now approaching he selected the harbours of Phocaea for the winter quarters of his fleet.

### 33

Meantime the consul who had marched through the districts of Aenus and Maronea received intelligence of the defeat of the king's fleet at Myonnesus and the evacuation of Lysimachia. The latter piece of intelligence gave him greater gratification than the former, at all events when they arrived there, for they found the city packed with supplies of every description as though these had been prepared against the arrival of the army, for they had been looking forward to having to endure the extremes of toil and hunger during the siege of their city. The consul remained encamped here for some days to allow time for the baggage to come in and also the sick who, worn out by illness and the length of the march, had been left in all the fortified towns of Thrace. When all had been taken in they resumed their march through the Chersonese and arrived at the Hellespont. Here, thanks to King Eumenes, every preparation had been made for the passage, and they went on board the ships which had been drawn up at the different points and crossed over without hindrance or opposition as though to friendly shores. The Romans had expected this to be the occasion of a severe contest, and they were in high spirits when they found the way to Asia open to them. They remained in camp at the Hellespont for some time, as the holy days during which the Ancilia were borne in procession happened to fall during their march. These days enjoined special religious duties on Publius Scipio as one of the Salii, and kept him apart from the army, consequently their advance was delayed till he rejoined them.

### 34

During this interval Heraclides of Byzantium had arrived at the camp with instructions from Antiochus to negotiate a peace. He had been under the impression that when once the Romans had set foot in Asia they would, without a moment's delay, advance against the royal camp, and their remaining by the Hellespont made him very sanguine of obtaining favourable terms. Heraclides, however, decided that he would not approach the consul till he had interviewed P. Scipio, and indeed such were the king's instructions. His hopes rested mainly on him, for Scipio's greatness of soul and the consciousness that he had enough of glory made him most gentle and considerate. All the world, too, knew what he had been when victorious in Spain and in Africa, and there was also the fact that his son had been made a prisoner and was in the king's hands. As to where or when or by what mischance he had been taken prisoner the authorities differ as they do in most other matters. Some assert that it was at the beginning of the war when he was intercepted by the king's ships on his voyage from Chalcis to Oreum; others say that after the landing in Asia he was sent with a troop of Fregellan cavalry to reconnoitre towards the king's camp, and that when a large body of cavalry galloped out to meet him, he retreated and in the confusion fell from his horse and with two other troopers was overpowered, and under these circumstances was brought to the king. It is generally admitted that the youth could not have been treated and courted with greater kindness and generosity even if peace with Rome still prevailed and the personal ties of hospitality between the king and the Scipios had remained unbroken. For these reasons the envoy waited for Scipio to come, and on his arrival he approached the consul and asked him to grant him an audience that he might deliver his instructions.

### 35

A full council assembled to hear what he had to say. The purport of his speech was as follows: "Many embassies have passed to and fro on the question of peace, and have been fruitless; I entertain strong hopes of gaining it from the very fact that those negotiators gained nothing. For the difficulty in former discussions was the position of Smyrna, Lampsacus, Alexandra Troas and the European city of Lysimachia. Of these Lysimachia has already been evacuated by the king, so that you cannot say that he holds anything in Europe. He is prepared to give up those which are in Asia, and any others in his dominions which the Romans wish to claim on the ground that they are on the side of Rome. He is also prepared to pay half the cost of the war." These were the proposed conditions of peace. In the rest of his speech he advised the council to remember the uncertainty of human affairs, to make a moderate use of their own good fortune, and not treat the misfortunes of others oppressively. Let them limit their dominion to Europe, even that was an immense empire; it was easier to extend it by single acquisitions than to hold it together in its entirety. If, however, they wanted to annex some part of Asia, provided it was defined by clearly ascertained boundaries, the king would, for the sake of peace and concord, allow his own sense of moderation and equity to give way before the Roman greed for territory. These arguments in favour of peace, which the speaker thought so convincing, the Romans regarded as so much trifling. They considered it only just that the king, who was responsible for starting the war, should bear the whole cost of it, and that his garrisons should be withdrawn, not only from Ionia and Aeolis, but from all the cities in Asia, which should be as free as all the liberated cities in Greece, and this could only be effected if Antiochus surrendered all his Asiatic possessions west of the Taurus range.

### 36

The envoy came to the conclusion that, as far as the council was concerned, he was not obtaining any reasonable terms, and in accordance with his instructions he tried what he could do with Scipio in a private interview. He began by telling him that the king would restore his son without ransom, and then, ignorant alike of Scipio's character and Roman usage, he held out to him the offer of an enormous bribe if he obtained peace through his instrumentality, and also a full share in the sovereign power, with the sole exception of the royal title. Scipio replied: "Your ignorance of the Romans as a whole, and of me in particular to whom you have been sent, is the less surprising when I see that you are ignorant of the situation of the man from whom you have come. You ought to have held Lysimachia to prevent our entering the Chersonese, or else you ought to have opposed us at the Hellespont to prevent our passing into Asia, if you intended to ask for peace from us as from those who were anxious about the issue of the war. But now that you have left the passage into Asia open and have accepted not only the bit but the yoke as well, what room is there for any discussion on equal terms, since you will have to submit to our sovereignty? I shall look upon my son as the greatest gift which the king's generosity could bestow; as to his other offers, I pray heaven my circumstances may never be in need of them, my mind at all events never will. In my public capacity as representing the State I will neither take anything from him nor give him anything. What I can give now is sincere advice. Go and tell him in my name to abandon hostilities and accept any terms of peace that may be offered." These words did not influence the king in the least, he regarded his chances in war as quite safe, and this too at the very time when terms were proposed to him as though he were already vanquished. For the present, therefore, he dropped all mention of peace, and devoted all his care to preparing for war.

### 37

The preparations for carrying out his plans being now completed, the consul broke up his camp and advanced to Dardanus and then on to Rhoeteum, the inhabitants of both cities coming out to meet him. He then marched to Ilium, and after fixing his camp in the plain below the walls, he went up to the citadel, where he offered sacrifices to Minerva, the tutelary deity of the place. The Ilians did their utmost to show by their words and deeds the pride they felt in the Romans as their descendants, and the Romans were delighted at visiting their original home. A six days' march from there brought them to the source of the Caicus. Here Eumenes joined them. He had intended to take his fleet back from the Hellespont into winter quarters at Elea, but the wind was against him, and for several days he was unable to round the Cape of Lectos. Anxious not to miss the opening of the campaign he landed at the nearest point, and with a small body of troops hurried on to the Roman camp. Here he was sent back to Pergamum to expedite the delivery of supplies and, after seeing the corn handed over to those appointed by the consul to receive it, returned to the camp. The king's camp was near Thyatira. When he heard that Scipio was detained at Elea by illness he sent some of his officers to escort his son back to him. The boon was not only grateful to the father's feelings, but it helped also towards his recovery. After embracing his son to his heart's content, he said to the escort: "Take back word that I thank the king; I cannot now show my gratitude in any other way than by advising him not to go down to battle before he learns that I have returned to camp." Although his 60,000 infantry and 12,000 or more cavalry made the king hope at times for success in the battle, Antiochus was swayed by the authority of the man on whom, in view of the doubtful issue of the war, he had rested all his hopes of support, whatever might betide him. Withdrawing beyond the river Phrygius he encamped in the neighbourhood of Magnesia ad Sipylum, and in case the Romans should attempt to force his lines while he was waiting, he surrounded his camp with a fosse six cubits deep and twelve wide, and outside the fosse he threw up a double rampart, on the inner edge he constructed a wall flanked at short intervals with turrets, from which the enemy could be easily prevented from crossing the fosse.

### 38

The consul was under the impression that the king was at Thyatira, and he marched for five successive days till he came down into the Hyrcanian plain. When he heard that Antiochus had moved from there he followed in his track, and encamped on the western bank of the Phrygius at a distance of four miles from the enemy. Here a force of about 1000 cavalry mostly Gallograeci, together with some Dahae and mounted archers from other tribes, made a tumultuous rush across the river and charged the Roman advanced posts. At first, as they were unprepared, there was some confusion, but as the battle went on and the numbers of the Romans grew with the reinforcements from the camp close by, the king's troops, wearied and outnumbered, endeavoured to effect their retreat across the river. Before they entered the stream, however, a considerable number were killed by their adversaries, who were in close pursuit. For the next two days all was quiet, neither side making any attempt to cross the river. On the third day the whole of the Roman army crossed in a body, and formed camp about two and a half miles from the enemy. Whilst they were measuring out the area of the camp and busy entrenching it, considerable alarm and confusion were created by the approach of a picked force of 3000 infantry and cavalry. Those forming the advanced guard were much fewer in number, but they maintained a steady resistance by themselves, not a single soldier being called away from the working-parties in the camp, and as the fighting progressed they repulsed the enemy, after killing 100 of them and taking 100 prisoners. For the next four days both armies stood in front of their ramparts drawn up for battle; on the fifth day the Romans advanced into the middle of the plain, but Antiochus made no forward movement, his front lines remained in position less than a mile from their rampart.

### 39

When the consul saw that he declined to give battle, he summoned a council of war for the next day to decide what he was to do if Antiochus did not give them the opportunity of fighting. Winter, he said, was coming on; either he would have to keep the soldiers in their tents or else, if he wished to go into winter quarters, operations would have to be suspended till the summer. For none of their enemies did the Romans ever feel greater contempt. From all sides they called upon him to lead them out to battle and to take full advantage of the ardour of the soldiers. If the enemy would not come out, they were ready to charge over the fosses and rampart and rush the camp, for it was not as though they had to fight with so many thousands of men, but rather to slaughter so many thousands of cattle. Cn. Domitius was sent to reconnoitre the ground and find out at what point the enemy's rampart could be best approached, and after he had brought definite and complete information it was decided to move the camp on the morrow nearer the enemy. On the third day the standards were advanced into the middle of the plain and the line formed. Antiochus, on his side, felt that he ought not to hesitate any longer lest he should depress the spirits of his own men and raise the hopes of the enemy by declining battle. He led his forces out just far enough from his camp to make it appear that he intended to fight.
The Roman army was practically uniform as regards both the men and their equipment; there were two Roman legions and two of Latins and allies, each containing 5000 men. The Romans occupied the centre, the Latins the wings. The standards of the hastati were in front, then came those of the principes, and last of all the triarii. Beyond these, whom we may call the regulars, the consul drew up on his right, level with them, the auxiliary troops of Eumenes who were incorporated with the Achaean caetrati, amounting to about 3000 men; beyond them again were stationed nearly 3000 cavalry, 800 of which were furnished by Eumenes, the rest being Romans. Outside these were posted the Trallian and Cretan horse, each body numbering 500 troopers. The left wing was not considered to need so much support as it rested on the river and was protected by the precipitous banks; four squadrons of cavalry, however, were lined up at that end. This was the total strength which the Romans brought into the field. In addition to these, however, there was a mixed force of Macedonians and Thracians, 2000 in all, who had followed as volunteers; they were left to guard the camp. The sixteen elephants were placed in reserve behind the triarii; they could not possibly stand against the king's elephants, of which there were fifty-four, and the African elephants are no match for the Indian elephants even when the numbers are equal, for the latter are much larger and fight with more determination.

### 40

The king's army was a motley force drawn from many nations and presented the greatest dissimilarity both in the men and their equipment. There were 16,000 infantry in the Macedonian fashion. known as the "phalanx." These formed the centre, and their front consisted of ten divisions; between each division stood two elephants. They were thirty-two ranks deep. This was the main strength of the king's army and it presented a most formidable appearance, especially with the elephants towering high above the men. The effect was heightened by the frontlets and crests on the animals, and the towers on their backs on which stood the drivers, each accompanied by four soldiers. On the right of the phalanx Antiochus stationed 1500 Gallograeci infantry, and with them were linked up 3000 cavalry, clad in mail armour and known as "cataphracti." These were supported by the "agema," another body of cavalry numbering about 1000; they were a select force, consisting of Medes and men drawn from many tribes in that part of the world. Behind these in support were sixteen elephants. The line was continued by the royal cohort called "argyraspides" from the kind of shield they carried. Then came the Dahae, mounted archers, 1200 strong; then 3000 light infantry, half of them Cretans and half Tralles. Beyond these again were 2500 Mysian bowmen, and at the end of the line a mixed force of Cyrtian slingers and Elymaean archers.
On the left of the phalanx were 1500 Gallograeci infantry and 2000 Cappadocian, similarly armed and sent by Ariarathes, next to whom were posted a miscellaneous force numbering 2700. Then came 3000 cataphracti and the king's personal cavalry, 1000 strong, with somewhat slighter protection for themselves and their horses, but otherwise closely resembling the cataphracti, made up mostly of Syrians with an admixture of Phrygians and Lydians. In front of this mass of cavalry were scythe chariots and the camels which they call dromedaries. Seated on these were Arabian archers provided with narrow swords four cubits long so that they could reach the enemy from the height on which they were perched. Beyond them again a mass of troops corresponding to those on the right wing, first Tarentines, then 2500 Gallograeci cavalry, 1000 newly enlisted Cretans, 1500 Carians and Cilicians similarly armed, and the same number of Tralles. Then came 4000 caetrati, Pisidians, Pamphylians and Lydians, next to these Cyrtian and Elymaean troops equal in number to those on the right wing, and finally sixteen elephants a short distance away.

### 41

The king commanded the right in person, the left he placed in charge of his son Seleucus and his nephew Antipater. The centre was entrusted to three commanders, Minnio, Zeuxis and Philip; the latter was the master of the elephants. The morning haze, which as the day advanced lifted into clouds, obscured the atmosphere, and then a drizzling rain coming with the south wind wetted everything. This did not inconvenience the Romans much, but it was a serious disadvantage to the king's troops. As the Roman line was of only moderate length, the indistinctness of the light did not obstruct the view over the whole of it, and as it consisted almost entirely of heavy-armed troops, the fine rain had no effect on their weapons which were swords and javelins. The king's line, on the other hand, was of such an enormous length that it was impossible to see the wings from the centre, let alone the fact that the extremes of the line were out of sight of each other, and the wetting mist relaxed their bows and slings and the thongs of their missile spears. Antiochus trusted to his scythe chariots to throw the enemy ranks into utter confusion, but they only turned the danger against their own side. These chariots were armed in the following manner: On either side of the pole where the yoke-bar was fastened spikes were fixed which projected forward like horns, ten cubits long, so as to pierce anything that came in their way, and at each end of the yoke-bar two scythes projected, one on a level with the bar so as to cut off sideways anything it came against, the other turned towards the ground to catch those lying down or trying to get under it. Similarly two scythes pointing in opposite directions to each end of the axis of the wheels.
The chariots thus armed were stationed, as I have already said, in front of the line for had they been in the rear or the centre they must have been driven through their own men. When he saw this, Eumenes, who was quite familiar with their mode of fighting, and knew how much their assistance would be worth when once the horses were terrified, ordered the Cretan archers, the slingers and javelin men, in conjunction with some troops of cavalry, to run forward, not in close order but as loosely as possible, and discharge their missiles simultaneously from every side. What with the wounds inflicted by the missiles and the wild shouts of the assailants, this tempestuous onslaught so scared the horses that they started to gallop wildly about the field as though without bit or bridle. The light infantry and slingers and the active Cretans easily avoided them when they dashed towards them, and the cavalry increased the confusion and panic by affrighting the horses and even the camels, and to this was added the shouts of those who had not gone into action. The chariots were driven off the field, and now that this silly show was got rid of the signal was given, and both sides closed in a regular battle.

### 42

These useless shams, however, were soon to prove the cause of a real disaster. The auxiliary troops who were posted in reserve next to them were so demoralised by the panic and confusion of the chariots that they took to flight and exposed the whole line as far as the cataphracti. Now that the reserves were broken the Roman horse made a charge against these, and many of them did not await even the first shock, some were routed, others owing to the weight of their mail armour were caught and killed. Then the remainder of the left wing entirely gave way, and when the auxiliaries who were stationed between the cavalry and the phalanx were thrown into disorder the demoralisation reached the centre. Here the ranks were broken and they were prevented from using their extraordinarily long spears-the Macedonians call them "sarisae" - by their own comrades who ran back for shelter amongst them. Whilst they were in this disorder the Romans advanced against them and discharged their javelins. Even the elephants posted between the divisions of the phalanx did not deter them, accustomed as they were in the African wars to evade the charge of the beast and attack its sides with their javelins or, if they could get nearer to it, hamstring it with their swords. The centre front was now almost entirely beaten down and the reserves, having been outflanked, were being cut down from the rear. At this juncture the Romans heard in another part of the field the cries of their own men in flight, almost at the very gates of their camp. Antiochus from his position on his right wing had noticed that the Romans, trusting to the protection of the river, had only four squadrons of cavalry in position there, and these, keeping in touch with their infantry. had left the bank of the river exposed. He attacked this part of the line with his auxiliaries and cataphracti, and not only forced back their front, but wheeling round along the river, pressed on their flank until the cavalry were put to flight and the infantry, who were next to them, were driven with them in headlong flight to their camp.

### 43

The camp was in charge of a military tribune, M. Aemilius, son of the M. Lepidus who a few years later was made Pontifex Maximus. When he saw the fugitives coming towards the camp he met them with the whole of the camp guard and ordered them to stop, then, reproving them sharply for their cowardly and disgraceful flight, he insisted on their returning to the battle and warned them that if they did not obey him they would rush blindly on to their ruin. Finally he gave his own men the order to cut down those who first came up and drive the crowd which followed them back against the enemy with their swords. The greater fear overcame the less. The danger which threatened them on either hand brought them to a halt, then they went back to the fighting. Aemilius with his camp guard - there were 2000 of them, brave soldiers - offered a firm resistance to the king who was in eager pursuit, and Attalus, who was on the Roman right where the enemy had been put to flight at the first onset, seeing the plight of his men and the tumult round the camp, came up at the moment with 200 cavalry. When Antiochus found that the men whose backs he had seen just before were now resuming the struggle, and that another mass of soldiery was collecting from the camp and from the field, he turned his horse's head and fled. Thus the Romans were victorious on both wings. Making their way through the heaps of dead which were lying most thickly in the centre, where the courage of the enemy's finest troops and the weight of their armour alike prevented flight, they went on to plunder the camp. The cavalry of Eumenes led the way, followed by the rest of the mounted troops, in pursuing the enemy over the whole plain and killing the hindmost as they came up to them. Still more havoc was wrought among the fugitives by the chariots and elephants and camels which were mixed up with them; they were not only trampled to death by the animals, but having lost all formation they stumbled like blind men over one another. There was a frightful carnage in the camp, almost more than in the battle. The first fugitives fled mostly in this direction and the camp guard, trusting to their support, fought all the more determinedly in front of their lines. The Romans, who expected to take the gates and the rampart, were held up here for some time, and when at last they did break through the defence they inflicted in their rage all the heavier slaughter.

### 44

It is stated that 50,000 infantry were killed on that day and 3000 of the cavalry; 1500 were made prisoners and 15 elephants captured with their drivers. Many of the Romans were wounded, but there actually fell not more than 300 infantry, 24 cavalry and 25 of the army of Eumenes. After plundering the enemy's camp the Romans returned to their own with a large amount of booty; the next day they despoiled the bodies of those killed and collected the prisoners. Delegates came from Thyatira and Magnesia ad Sipylum to make the surrender of their cities. Antiochus, accompanied in his flight from the field by a small number of his men, and joined by more on the road, arrived at Sardis about midnight with a fairly numerous body of troops. On learning that his son Seleucus with some of his friends had gone as far as Apamea, he too, with his wife and daughter, started for the same city, after handing over the defence of Sardis to Xenon and appointing Timon governor of Lydia. The townsmen and the soldiers in the citadel ignored their authority and mutually agreed to send delegates to the consul.

### 45

Almost simultaneously with these delegates others came in from Tralles, Magnesia on the Maeander and Ephesus to offer the surrender of their cities. Polyxenidas, on getting news of the battle, had left Ephesus and taken his fleet as far as Patara in Lycia, but apprehending an attack from the Rhodian squadron which was lying off Megiste, he went ashore and made his way overland with a small contingent into Syria. The cities of Asia Minor placed themselves under the protection of the consul and the dominion of Rome. The consul was now at Ephesus and Publius Scipio went there from Elea as soon as he was able to bear the fatigue of travelling. Shortly before this a herald from Antiochus arrived who, through the good offices of Publius Scipio, obtained the consent of the consul to negotiations for peace being opened on the part of the king. A few days later Zeuxis, who had been governor of Lydia, and Antipater, the king's nephew, also arrived. They first had an interview with Eumenes, who they supposed would be the strongest opponent of peace owing to his long-standing quarrels with the king, but found him in a more conciliatory mood than either they or Antiochus had hoped for. They next approached Scipio and through him the consul. At their request a full meeting of the council of war was held for them to publish their instructions. Zeuxis spoke first. "We have not so much," he said, "to speak on our own behalf as to ask you, Romans, in what way we can atone for our king's error and obtain peace and forgiveness from you, his conquerors. You have ever shown the greatest magnanimity in pardoning the kings you have conquered. With how much greater magnanimity ought you to act in this hour of victory which has made you masters of the world! It behoves you now to lay aside contention with all men and be like the gods, the protectors and fosterers of the whole human race."
It had been decided before the envoys came what reply should be given them. Scipio Africanus was the spokesman, and is reported to have expressed himself to the following effect: "Out of all those things which are in the power of the immortal gods we have these which they have vouchsafed to give us. Our self-control and moderation, which depend upon strength of mind, we have kept unchanged in every turn of fortune, and we keep them so today; prosperity has not elated them, adversity has not depressed them. To mention no other instance, I would offer you Hannibal as a proof of this if I could not adduce you yourselves as an example. After we had crossed the Hellespont, before we saw the king's camp, before we saw his army, whilst the contest was still undecided and the issue of the war uncertain, we laid before you when you came to treat of peace, conditions as between equal powers. Now that we are victors we offer the same conditions to you whom we have vanquished. Keep clear of Europe; evacuate the whole of that part of Asia which lies on this side the Taurus. For the expenses incurred in the war you will give us 15,000 Euboean talents, 500 down and 2500 as soon as the senate and people of Rome have confirmed the peace, and then 1000 annually for twelve years. It is also our will that 400 talents be paid to Eumenes and the rest of the corn which was due to his father. When we have agreed on these conditions, it will be some guarantee to us that you will carry them out if you give us twenty hostages to be selected by us. But we shall never feel certain that there will be peace with Rome wherever Hannibal is, and before all else we demand his surrender. You will also give up Thoas the Aetolian, the prime mover in the Aetolian war, who instigated you to take up arms against us in reliance on them, and made them do the same in reliance on you. With him you will hand over Mnasilochus the Acarnanian, and the Chalcidians, Philo and Eubulidas. The king will make peace when his fortunes are at a lower ebb, because he is making it later than he should have done. If he hesitates now, let him know that it is not so easy for the pride of monarchs to be brought down from the summit of greatness to a moderate position as it is for it to be hurled from that stage to the lowest depths." The envoys had been instructed by the king to accept any terms. Arrangements were accordingly made for the despatch of delegates to Rome. The consul distributed his army in winter quarters at Magnesia on the Maeander, at Tralles and at Ephesus. A few days later the hostages from the king were brought to the consul at Ephesus, and the envoys arrived who were to go to Rome. Eumenes left for Rome at the same time as the envoys, and they were followed by delegations from all the communities in Asia.

### 46

While these events were occurring in Asia two of the proconsuls returned to Rome - Q. Minucius from Liguria and Manius Acilius from Aetolia. They both expected to enjoy a triumph, but when the senate had heard their account of what they had done, they refused the request of Minucius and unanimously granted a triumph to Acilius, and he rode into the City in celebration of his victory over Antiochus and the Aetolians. There were carried in the procession 230 of the enemy's standards, 3000 pounds of uncoined silver, 113,000 Attic tetrachmi, 249,000 cistophori, and numerous heavy vases of embossed silver, as well as the silver household furniture and magnificent apparel which had belonged to the king. There were also 45 golden crowns presented by various allied cities, and a mass of spoils of every description; 36 prisoners of high rank, the generals of Antiochus and the Aetolians, were also led in the conqueror's train. Damocritus, the Aetolian leader, had escaped from prison a few nights previously, and the guards chased him to the bank of the Tiber, where he stabbed himself before they could catch him. One thing was lacking - soldiers to follow the commander's chariot. In every other respect it was magnificent, both as a spectacle and as the celebration of a splendid victory.
These triumphal rejoicings were marred by gloomy news from Spain. Six thousand men of the Roman army, under the command of the proconsul L. Aemilius, had fallen in an unsuccessful battle against the Lusitanians near the town of Lyco; the survivors fled to their camp, which they had difficulty in defending, and finally retreated by forced marches, as though fleeing from the enemy, into friendly territory. Such was the report received from Spain. A deputation arrived from Placentia and Cremona in Gaul, and were introduced to the senate by L. Aurunculeius. They complained of the scarcity of men; some had been carried off by the casualties of war, others by illness, and some had left owing to the annoyance from the Gauls in their neighbourhood. The senate decreed that the consul C. Laelius should, if he approved, draw up a list of 6000 families to be distributed between the two colonies, and L. Aurunculeius was to nominate the commissioners for settling the new colonists. Those nominated were M. Atilius Serranus, L. Valerius, P. F. Flaccus, L. Valerius and C. F. Tappo.

### 47

Not long afterwards, as the date of the consular elections was approaching, the consul C. Laelius returned from Gaul. In pursuance of the decree which the senate had made before his arrival, he enrolled colonists to reinforce the population of Cremona and Placentia, and he also brought forward a proposal which the senate adopted for founding two new colonies on land which had belonged to the Boii. A despatch was received at this time from L. Aemilius giving an account of the naval battle at Myonnesus, and stating that L. Scipio had transported his army into Asia. A day of thanksgiving was ordered for the naval victory, and on the following day thanksgivings and prayers that the encampment of the Roman army for the first time on the soil of Asia might bring success and happiness to the Republic. The consul received instructions to sacrifice each day twenty full-grown victims. A keen struggle arose over the consular elections. M. Aemilius Lepidus was a candidate, but he was everywhere unpopular, owing to his having left his province of Sicily in order to pursue his candidature without consulting the senate as to whether he might do so. The other competitors were M. Fulvius Nobilior, Cn. Manlius Volso and M. Valerius Messala. Fulvius was the only one elected, none of the others secured the requisite majority of votes. Fulvius, on the following day, co-opted Cn. Manlius; he had succeeded in getting Lepidus defeated, and Messala was at the bottom of the poll. The new praetors were two Fabii - Labeo and Pictor, the latter had been consecrated a Flamen Quirinalis that year - M. Sempronius Tuditanus, Sp. Postumius Albinus, L. Plautius Hypsaeus and L. Baebius Dives.

### 48

After the new consuls had assumed office a rumour - so Valerius Antias tells us - gained wide currency in Rome to the effect that the two Scipios - Lucius and Africanus - had been invited to meet Antiochus for the purpose of receiving back the young Scipio, and that they were arrested, the king's army at once led against the Roman camp, which was captured, and the entire Roman force wiped out. It was further stated that the Aetolians gained fresh courage from this, and refused to carry out the commands laid upon them; their leaders went to Macedonia, Dardania and Thrace to raise a force of mercenaries. Valerius goes on to say that it was reported that A. Terentius Varro and M. Claudius Lepidus were sent by the propraetor A. Cornelius from Achaia to carry this news to Rome. He supplements this tale by informing us that on their appearance before the senate the Aetolians were questioned on this among other matters, and asked from whom they had heard that the Roman commanders were made prisoners by Antiochus and their army destroyed, and that they stated in reply that they had been so informed by their envoys, who were with the consul. I have no other authority for this story, and whilst in my opinion it lacks confirmation, I have not passed it over as entirely groundless.

### 49

Upon the appearance of the Aetolians before the senate, their own interest and the situation in which they were placed demanded that they should make a full admission of guilt and a humble request for pardon, whether for their error or their crime. Instead of this they began by recounting the services they had rendered to the Roman people and contrasting the courage they had themselves shown in fighting against Philip with that of the Romans. This insolence offended the ears of their audience, and their raking up old and forgotten incidents reminded the senators how much more they had done to injure Rome than to benefit her. Thus the men who needed compassion only evoked irritation and anger. They were asked by one senator whether they would place themselves at the disposal of the Roman people, by another whether they would have the same friends and enemies as Rome, and on their making no reply they were ordered to leave the House. The senate were unanimous in insisting that as the Aetolians were still entirely on the side of Antiochus and their aggressive temper depended solely on their hopes of him, they were unmistakably enemies to Rome, and, as such, war must be waged against them and their defiant spirit crushed. What made them still more angry was the duplicity of the Aetolians in suing for peace whilst they were actually carrying war into Dolopia and Athamania. Manius Acilius, the conqueror of Antiochus and the Aetolians, proposed a resolution which the senate adopted, namely that the envoys should be ordered to quit the City that day and to leave Italy within a fortnight. A. Terentius Varro was sent to escort them on the road, and they were warned that if any Aetolian delegates went to Rome except with the permission of the Roman commander and accompanied by a Roman officer, they would be treated as enemies. With this warning they were dismissed.

### 50

The consuls now brought before the senate the allocation of provinces. It was decided that they should ballot for Aetolia and Asia. The one to whom Asia fell was to take over L. Scipio's army together with reinforcements amounting to 4000 Roman infantry and 200 cavalry and 8000 infantry with 400 cavalry furnished by the Latins and allies. With this force he was to conduct the war with Antiochus. The other consul was to take over the army in Aetolia, and he was commissioned to raise reinforcements in the same number and proportion as his colleague. He was also required to fit out and take with him the ships which had been got ready the year before, and not to confine his operations to Aetolia, but to sail across to the island of Cephalania. He was further requested to go to Rome for the elections, if he could do so consistently with the interests of the State, for in addition to the appointment of the annual magistrates it was resolved that censors also should be chosen. If circumstances prevented his leaving his post, he was to inform the senate that he could not be present at that time. Aetolia fell to M. Fulvius and Asia to Cn. Manlius. The praetors' ballot followed. Sp. Postumius Albinus received the civic and alien jurisdiction; M. Sempronius Tuditanus, Sicily; Q. Fabius Pictor - the Flamen Quirinalis - obtained Sardinia; Q. Fabius Labeo was assigned the naval command; Hither Spain fell to L. Plautius Hypsaeus, and Further Spain to L. Baebius Dives. It was decreed that one legion and the fleet which was in the province at the time should be allotted to Sicily, and also that the new praetor should order the Sicilians to supply two-tenths of their corn, one-tenth to be sent into Asia, the other into Aetolia. The same requisition was made on Sardinia, and that corn was to be sent to the same armies as the Sicilian supply. L. Baebius in Spain received reinforcements to the extent of 1000 infantry and 500 cavalry, as well as 6000 infantry and 200 cavalry from the Latins and allies, so that each of the Spanish provinces might have one legion in full strength. Amongst the magistrates of the previous year, C. Laelius retained his province and his army for another year, as did also P. Junius in Etruria and M. Tuccius in Bruttium and Apulia.

### 51

Before the praetors left for their provinces a dispute arose between P. Licinius, the Pontifex Maximus, and the Flamen Quirinalis, Q. Fabius Pictor. There had been a similar dispute many years previously between L. Metellus and Postumius Albinus. Metellus was Pontifex Maximus at the time, and had prevented Albinus, the newly elected consul, from accompanying his colleague to the fleet at Sicily. On the present occasion, P. Licinius had detained the praetor from going to Sardinia and kept him at his sacred duties. The question was hotly debated both in the senate and in the Assembly, orders were made on both sides, sureties accepted, fines imposed, the authority of the tribunes invoked and appeals laid before the Assembly. At last the claims of religion prevailed and the Flamen was ordered to obey the Pontiff's direction; the fine imposed upon him was remitted by order of the people. The praetor was very angry at losing his province and wanted to resign his office, but the senate exerted their authority to prevent this and decreed that he should exercise the jurisdiction over aliens. The levies were now completed in a few days, for there were not many men to be called up, and the praetors left for their provinces. Unauthorised rumours began to spread through Rome about the events in Asia, and a few days later definite information and a despatch from the commander-in-chief reached the City. The rejoicing at their arrival was not due to the relief from present anxieties - for they had nothing to fear as to what the vanquished king could do in Aetolia - so much as to his having lost his former prestige; for when they began the war they looked upon their enemy as formidable both through his own power and through his having Hannibal to direct the campaign. They adhered, however, to their decision to send the consul into Asia, and thought it wise to maintain the present strength of their forces, in view of the probability of a war with the Gauls.

### 52

Shortly after this L. Scipio's lieutenant, M. Aurelius Cotta, accompanied by the deputation from Antiochus, arrived in Rome. as did also Eumenes and the Rhodians. Cotta made his report of the proceedings in Asia to the senate, and they ordered him to lay it before the Assembly. A three days' thanksgiving was proclaimed and orders were given for forty full-grown victims to be sacrificed. Then Eumenes was received in audience. He began with a few words of thanks to the senate for having delivered him and his brother from a state of siege and rescuing his realm from the attacks of Antiochus. He went on to congratulate them upon their successes by sea and land and their expulsion of Antiochus, after he had been routed and driven out of his camp, first from Europe and then from the whole of Asia on this side the Taurus. What services he himself had rendered he preferred that they should learn from their own commanders rather than from him. His words were listened to with universal approval, and the senators urged him to lay aside all modest reserve and tell them frankly what he considered would be a fitting return from the senate and people of Rome; the senate, he was assured, would be more ready to do what his services merited than he could either ask or expect. To this the king replied that if the choice of rewards were left to him he would, now that he had the privilege of consulting the Roman senate, gladly avail himself of the advice of the highest order in the State, so that his desires might not be thought extravagant or his requests lacking in modesty. As, however, it was they who were to be the givers, he thought it much more fitting that they should themselves determine the extent of their munificence towards his brothers and himself. Notwithstanding this protest the senators continued to press him to state his wishes. This friendly contest lasted some time, the senate ready to grant whatever the king asked for, and the king maintaining a modest reserve, each leaving the decision to the other and animated by a courtesy in which neither party would be outdone. As no definite conclusion was reached the king at last left the House, but the senators adhered to their opinion that it was absurd to suppose that the king should not know what expectations he entertained or what requests he had come to make. He knew best what would be most advantageous to his dominions, he was much more familiar with Asia than the senate were; he must therefore be recalled and forced to express his real sentiments and wishes.

### 53

The king was brought back into the senate house by the praetor and requested to speak his mind. "I should," he began, "have persisted in my silence, senators, had it not been that you will presently call in the delegates from Rhodes, and after they had been heard it would have been necessary for me to speak. It will be all the more difficult for me to say what I have to say, because their demands will apparently not be in any way opposed to my interests or in any way affect you. They will plead the cause of the city-states of Greece and will say that they ought to be declared free. If they gain their point, who can doubt that they will sever from us not only those cities which will be declared free, but also those which from ancient times have been tributary to us, and after placing them all under obligation for so great a kindness will hold them nominally as allies but really as subjects, wholly under their dominion? And while they grasp at this immense power they will pretend that it does not in any way concern their interests, and that you are only doing what is right and proper and consistent with your policy in the past. Do not let these professions deceive you, you will have to be on your guard, lest you not only lower the status of some of your allies and raise unduly that of others, but also place those who have borne arms against you in a better position than those who have been your allies and friends. As regards myself, I would rather be thought by anyone to have yielded within the limits of my rights, so far as other things are concerned, than to have shown excessive obstinacy in maintaining them; but when it is a question of being worthy of your friendship, of giving you every proof of affection and goodwill, of upholding the honour which comes from you - in such a contest I cannot resign myself to defeat. This is the most precious inheritance I have received from my father. He was the first of all who dwell in Greece or Asia to be admitted to your friendship, and he preserved it with unbroken and unchanging loyalty to the end of his life. Nor was it only in heart that he was a good and faithful friend. He took his part in all the wars that you have waged in Greece, he assisted you by sea and land and provided you with supplies of all kinds to an extent beyond anything which your other allies have done. And at last, whilst he was seeking to persuade the Boeotians to accept your alliance, he became unconscious in the middle of his speech, and shortly afterwards expired. Treading as I have done in his footsteps, I could not have shown in any way greater goodwill or a stronger desire to cherish your favour than he did, for those indeed were unsurpassable. That I have been able to go further than he did in actual achievement, in services rendered, in the sacrifices which duty imposes, is due to the opportunities afforded by the circumstances of the time, by Antiochus and your war in Asia. Antiochus, when monarch of Asia and a part of Europe, offered to give me his daughter in marriage and to restore at once the cities which had revolted from us, and he also held out great hopes of enlarging my dominions in the future if I would join him in fighting against you.
"I will not pride myself on never having been false to you; I would rather dwell upon those things in which I showed myself worthy of the friendship which has existed from very ancient times between you and my dynasty. I assisted your commanders with my military and naval forces in a way in which none of your allies can be compared with me; I supplied your commissariat both by land and sea; I took part in every one of the sea fights which occurred in so many different places; I never spared myself in toil or danger; I experienced what brings the worst suffering in war - a siege, and was shut up in Pergamum with my life and realm in imminent danger. After I had been relieved, in spite of the fact that Antiochus on the one side and Seleucus on the other were threatening the citadel and heart of my kingdom, I left my own interests to protect themselves and went with the whole of my fleet to the Hellespont to meet your consul, L. Scipio, and assist in transporting his army. When once your army had landed in Asia I never left the consul's side. No Roman soldier was more regularly in his place in the camp than I and my brothers were; there was no expedition, no cavalry action, in which I was not present; I took my place in the battle line and held the post which the consul assigned to me.
"I shall not ask, senators, who, in respect of services rendered in this war, can be compared with me; there is none out of all the peoples or monarchs whom you hold in high honour with whom I would not dare to compare myself. Masinissa was your enemy before he was your ally, nor was he friendly to you while his crown was safe and he could have given you military help, but when he was a homeless fugitive and all his forces were lost he sought refuge in your camp with a solitary troop of cavalry. And yet, because he stood by you loyally and effectively against Syphax and the Carthaginians, you have not only restored to him his kingdom, but by adding the richest part of the dominions of Syphax to it you have made him the most powerful of African kings. What reward or honour then do we seem in your eyes to deserve, we who have never been your enemies, but always your friends? Not only in Asia have my father, my brothers and myself taken up arms on your behalf, but far from home in the Peloponnesus, in Boeotia, in Aetolia, in the wars with Philip and Antiochus and the Aetolians, on sea as well as on land. Someone will say, 'What, then, do you ask for?' As you insist, senators, upon my speaking freely, I must comply. If, then, your intention in removing Antiochus beyond the Taurus range is that you may hold those lands yourselves, I would rather have you than any others as my neighbours, nor do I see how my kingdom could be more secure or less liable to disturbance under any other arrangement. But if you purpose to retire and withdraw your armies from those parts, I would venture to suggest that there is none of your allies more worthy to occupy the territories you have conquered than myself. But I may be told it is a splendid thing to liberate cities from servitude. I think so too, if they have done nothing hostile to you. But if they have taken part with Antiochus, how much more worthy of your wisdom and justice is it to study the interest of allies who have done you good, rather than the interest of your foes."

### 54

The king's speech gave great pleasure to the senators, and it was easy to see that they were prepared to do everything in a generous and ungrudging spirit. As one of the Rhodian envoys was absent, the delegation from Smyrna was introduced, and they were highly commended for having chosen to endure every extremity rather than give themselves up to Antiochus. Then the Rhodians were received in audience. Their spokesman commenced by stating how their friendship with the Roman people began and what services they had rendered, first in the war with Philip and then in that with Antiochus. He continued: "Nothing in the whole conduct of our case, senators, is more difficult or painful than our having to enter into controversy with King Eumenes. We are bound to him more than to any other monarch by personal and (what we feel most) political ties of hospitality. It is not, however, our own feelings but nature itself which sets us at variance; we, free ourselves, are pleading for the liberty of others, but kings will have all subservient and submissive to their rule. But however this may be, we find ourselves more embarrassed by respect and regard for the king than by any difficulty in stating our case, or any likelihood of involving you in a perplexed discussion. For if you could not honour and reward a monarch who is your friend and ally, and has done you good service in this very war, otherwise than by giving up free cities to a state of servitude under him, you would have to choose one of two alternatives. Either you would have to send away a friendly monarch unhonoured and unrewarded, or you would have to depart from your settled policy and sully the glory you have acquired in the war with Philip by enslaving so many cities. But your good fortune entirely releases you from the necessity of either stinting your gratitude to a friend or tarnishing your glory. Through the favour of the gods your triumphal success is not more glorious than it is rich in results, sufficient to clear you from what I might call your debt to him. Lycaonia, Pisidia, the Chersonese, and all the adjacent portions of Europe are at your disposal, and the addition of any one of these countries would enlarge the king's dominions to many times their present size; if all were given him they would put him on a level with the greatest of monarchs. It is then open to you to enrich your allies with the prizes of war, and at the same time to avoid any departure from your settled policy, and to bear in mind the reason you alleged for your war with Philip and your present war with Antiochus, and the course you pursued after Philip's defeat, the course which we desire and expect you to take now, not more because you took it then, than because it is the right and proper course to take. There are various good and sound pretexts for taking up arms. Some fight to obtain territory, others villages, others fortified towns, others ports and a strip of sea-coast. You did not covet these things before you possessed them, nor can you possibly covet them now when the whole world is beneath your sway. You fought for the honour of your commonwealth and the renown which you enjoy throughout the whole race of man, who have long looked upon your sovereignty and your name as only second to the immortal gods. To gain and acquire these things has been an arduous task, I am inclined to think it is a harder task to defend them. You have undertaken to protect from the tyranny of monarchs the liberties of an ancient people famous for their military reputation, and for all that is commendable in refinement and learning. Now that the nation has placed itself as a whole under your protection as clients, it is incumbent on you to show yourselves its patrons for all time. Those Greek cities which stand on their ancient soil are in no way more Greek than those colonies which have gone forth from them into Asia; they have changed their land but not their character or their blood. We have ventured - each city amongst us - to vie in dutiful rivalry with our parents and our founders in all honourable and praiseworthy arts and excellences. You have, most of you, visited the cities of Greece and Asia: we are at no disadvantage compared with them, except that we are at a greater distance from you. If the native temperament of the Massilians could have yielded to the influence of their soil they would have been long ago barbarised by the wild untamed tribes all round them, but we are given to understand that they are held in as much honour as though they were living in the heart of Greece. They have preserved their language, their dress, their personal habits, but above all, they have maintained their laws and customs and their open, straightforward character, untainted by any contact with their neighbours. The Taurus range now forms a frontier of your empire, and all within that line ought not to appear distant to you. Wherever your arms have penetrated there should the laws of Rome also penetrate. Let barbarians, who have always the commands of their masters for laws, keep their kings to their joy; the Greeks submit to their fate, but they have the same love of freedom that you have. At one time they too grasped at empire in their own strength, now they pray that where the seat of empire, is there it may remain; they count it enough to protect their freedom with your arms.
"'But,' it may be replied, 'some cities took sides with Antiochus.' Yes, and others before that with Philip; the Terentines sided with Pyrrhus. Not to mention others, Carthage remains free, under her own laws. See, senators, how you are bound by this precedent which you yourselves have established. You will surely bring yourselves to refuse to the grasping ambition of Eumenes what you refused to the dictates of a just resentment. We leave you to judge with what effective and loyal service we Rhodians assisted you in this late war, and indeed in all the wars which you have ever waged on those shores. Now that peace is settled we suggest a course such that, if you approve of it, the whole world will regard the use you make of your victory as a more striking proof of your greatness than even the winning it." This speech was felt to be quite befitting to the greatness and majesty of Rome.

### 55

After the Rhodians the envoys from Antiochus were called in. They took the usual line of those who ask for pardon, and, after acknowledging that the king was in the wrong, implored the senators to let their decision be guided more by their own clemency than by the fault of the king, for he had suffered punishment enough, and more than enough. They concluded by begging the senate to confirm by their authority the peace granted by L. Scipio on the terms which he had imposed. The senate decided that this peace should stand, and a few days later it was ratified by order of the Assembly. The formal treaty was concluded in the Capitol with Antipater, the son of the king's brother, who was the head of the delegation. After this, audience was given to other deputations from Asia. They all received the same reply, namely that the senate, in accordance with ancient usage, would send ten commissioners to investigate and settle affairs in Asia. The main provisions of the settlement, however, would be these: All the territory on this side the Taurus, which had been included within the limits of Antiochus' kingdom, would be assigned to Eumenes, with the exception of Lycia and Caria, as far as the Maeander; these were to be annexed to the republic of Rhodes. Of the other cities in Asia, those which had been tributary to Attalus were to pay their taxes to Eumenes, those which had paid tax to Antiochus were to be free from all taxation to a foreign power. The ten commissioners were: Q. Minucius Rufus, L. Furius Purpurio, Q. Minucius Thermus, Ap. Claudius Nero, Cneius Cornelius Merula, M. Junius Brutus, L. Aurunculeius, L. Aemilius Paulus, P. Cornelius Lentulus and P. Aelius Tubero.

### 56

They received full powers to make what arrangements were necessary on the spot; the settlement as a whole was determined by the senate. The whole of Lycaonia, both Phrygias, Mysia, the royal forests, the countries of Lydia and Ionia with the exception of those towns which were free on the day of the battle with Antiochus, Magnesia ad Sipylum which was specially named, that part of Caria called Hydrela which touches the confines of Phrygia, together with its forts and villages as far as the Maeander and all the towns which were not free before the war, Telmessus and its camp except what had belonged to Ptolemy of Telmessus - all these above-mentioned places were ordered to be given to Eumenes. To the Rhodians were assigned all Lycia with the exception of Telmessus and the camp and the district which had belonged to Ptolemy - these were not given to either Eumenes or the Rhodians. The Rhodians had also that part of Caria which lies south of the Maeander and faces Rhodes, together with the towns, villages, forts and lands bordering on Phrygia, exclusive of the towns which had been free before the battle with Antiochus. The Rhodians expressed their gratitude for these concessions, and then they introduced the question of the city of Soli in Cilicia. They explained that this people, in common with themselves, were originally a colony from Argos, and from this kinship there had always existed a feeling of brotherhood between them, and they now asked as a special favour that this city might be exempted from servitude under the king. The envoys of Antiochus were recalled and the matter was discussed with them, but they refused to agree to the proposal. Antipater appealed to the provisions of the treaty and maintained that it was a violation of those provisions; the Rhodians were trying to secure, not Soli alone, but the whole of Cilicia, and wanted to transcend the limits of the Taurus. On the Rhodians being recalled the senate explained how strongly the king's envoy had opposed the concession, and further assured them that if the Rhodians thought that the matter touched their honour and dignity the senate would find an easy way of overcoming the legate's obstinacy. This evoked still more profuse thanks, but at the same time they said that they were prepared to give way to the arrogant claims of Antipater rather than afford a pretext for upsetting the peace. So the status of Soli remained unchanged.

### 57

During this time, deputies from Massilia brought word that the praetor L. Baebius whilst on his way to Spain to take up his command had been intercepted by the Ligurians, a large part of his escort killed and he himself wounded. He succeeded in escaping with a few followers but without his lictors to Massilia, where after three days he expired. On receipt of this intelligence the senate decreed that P. Junius Brutus, who was administering Etruria as propraetor, should hand over his government and army to whichever of his lieutenants he decided upon and start at once for Further Spain, which was to be his province. This decision of the senate and the despatch announcing it were sent to Etruria by the praetor Sp. Postumius, and Publius Junius set out for Spain L. Aemilius Paulus, who in after years won a great reputation by his defeat of Perseus, had been in charge of this province and the previous year had met with a reverse, but notwithstanding this he raised a force of irregulars and fought a pitched battle with the Lusitanians. The enemy were routed, 18,000 were killed, 2300 made prisoners and their camp stormed. The report of this victory made matters quieter in Spain. On December 13th of this year the colony of Bononia was founded in pursuance of a senatorial decree, the three commissioners being L. Valerius Flaccus, M. Atilius Serranus and L. Valerius Tappo. The colonists numbered 3000; the equites received each seventy jugera, the other settlers fifty. The land had been taken from the Boii who had themselves formerly expelled the Etruscans from it.
The censorship this year was an object of ambition with many men of distinction, and as though it were not important enough in itself to excite keen competition, it provoked a still more exciting contest of a different character. The rival candidates were T. Quinctius Flamininus, P. Cornelius Scipio, L. Valerius Flaccus, M. Porcius Cato, M. Claudius Marcellus and Manius Acilius Glabrio, the conqueror of Antiochus and the Aetolians at Thermopylae. The last-named was the popular candidate owing to the fact that he had had numerous opportunities of distributing largesse and so had placed a considerable number of men under obligations to him. Many of the nobility were extremely angry at such preference being shown for a "new man" and two of the tribunes of the plebs, P. Sempronius Gracchus and C. Sempronius Rutilus, fixed a day for his impeachment on the charge of neglecting to carry in his triumphal procession or deposit in the treasury a large part of the royal treasure and the plunder gathered in the camp of Antiochus. The evidence given by the staff officers and military tribunes was conflicting. A conspicuous witness who came forward was M. Cato; the authority which he had acquired by the uniform tenor of his life was somewhat impaired by his being a rival candidate for the censorship He gave evidence to the effect that the gold and silver plate which he had noticed amongst the royal booty when the camp was taken, he had not seen in the triumphal procession. At last Glabrio, mainly with the object of creating odium against him, gave out that he was abandoning his candidature since a competitor who was as much a "new man" as himself, and therefore the object of silent indignation amongst the nobility, was defaming him by perjured evidence.

### 58

The prosecutors demanded a fine of 100,000 ases. The discussion which ensued extended over two sittings of the Assembly; at the third, the defendant had already withdrawn from his candidature, and as the people refused to vote on the fine the tribunes abandoned all further proceedings. T. Quinctius Flamininus and M. Claudius Marcellus were elected censors. L. Aemilius Regillus, who had inflicted the decisive defeat on Antiochus' naval commander, was received about this time by the senate in the temple of Apollo outside the City. After hearing his statement of what he had done, with what large hostile fleets he had engaged and how many of their ships he had either sunk or captured, the senate unanimously accorded him a naval triumph. He celebrated his triumph on February 1st, and in the procession were carried 49 golden crowns, 34,200 Attic tetrachmas and 132,300 "cistophori " - a far less amount of specie than might have been expected in a triumph over the king. This was followed by public thanksgivings ordered by the senate for the successful conduct of affairs in Spain by L. Aemilius. Not long afterwards L. Scipio arrived in the City. Not to be outdone by his brother Africanus in the matter of surnames, he wanted to be called "Asiaticus." He enlarged upon his services in the senate and also before the Assembly. Some people alleged that the war had loomed larger in the popular view than its real difficulty warranted; it had been brought to a close in one memorable battle and the glory of that victory had been shorn of its splendour at Thermopylae. But rightly judged the battle at Thermopylae was won over the Aetolians much more than over the king, for with what proportion of his total strength did he fight there? In the battle in Asia the whole power of Asia was in the field, the massed forces were drawn from every nation to the furthest limits of the East.

### 59

Deservedly, therefore, was the utmost possible honour paid to the immortal gods for having made a crushing victory an easy one also, and a triumph was decreed to the commander. He celebrated this on the last day of the intercalary month, the day before March 1st. As a spectacle his triumph was a grander one than that of his brother Africanus, but to anyone who recalls the circumstances and forms an estimate of the risk incurred in each of the two battles, it can bear no comparison with it any more than you can compare the two Roman generals with each other or Antiochus as a strategist with Hannibal. In the procession were borne 224 military standards, 134 models of towns, 1231 tusks of ivory, 234 golden crowns, 137,420 pounds of silver, 224,000 Attic tetrachmas, 331,070 "cistophori," 140,000 gold pieces of Macedonian coinage, 1424 pounds' weight of chased and embossed silver plate and 1024 pounds of similar articles in gold. Among the prisoners were generals, prefects, and nobles attached to Antiochus' court, as many as thirty-two of these were led before the victor's chariot. Each legionary soldier received 25 denarii, each centurion twice and each trooper three times this amount, and after the triumph they all received double pay and a double ration of corn. The consul had given them the same allowance after the battle in Asia. His triumph was celebrated about a year after he had gone out of office.

### 60

The consul Cn. Manlius landed in Asia and the praetor Q. Fabius Labeo joined the fleet almost at the same time; the consul, however, did not lack material for a war, in this case with the Gauls. Through the defeat of Antiochus the sea had been cleared of the enemy, and Q. Fabius was considering what he ought to devote himself to so that he might not appear to have received a province where there was nothing to do. He thought the best thing to do would be to sail across to Crete. Cydonia was at war with Gortynia and Gnossus, and it was reported that a large number of Roman and Italian prisoners were kept in slavery all over the island. Fabius set sail from Ephesus and as soon as he touched the coast of Crete he sent messengers to the various cities requiring them to lay down their arms, search out all the prisoners in their towns and villages and bring them in. They were also to send representatives to him with whom he could settle matters which concerned the common interests of Crete and Rome. The Cretans took no notice of these orders and, with the exception of Gortynia, no city restored the prisoners. Valerius Antias tells us that as many as 4000 prisoners were restored out of the whole island, as hostilities were threatened in case of non-compliance, and he adds that was the sole reason why Fabius, who had done nothing else whatever, induced the senate to grant him a triumph. Fabius sailed back to Ephesus and from there despatched three ships to the coast of Thrace with orders for the withdrawal of Antiochus' garrisons from Aenos and Maronea in order that these might be free cities.