Battle of the Upper Baetis The Battle of the Upper Baetis was fought in 211 BC between a Carthaginian force led by Hasdrubal Barca ( Hannibal ' s brother ) and a Roman force led by Publius Cornelius Scipio and his brother Gnaeus . The immediate result was a Carthaginian victory in which both Roman brothers were killed . Before this defeat , the brothers had spent seven years ( 218BC - 211BC ) in Hispania , which in turn had limited the resources available to Hannibal who was simultaneously fighting the Romans in Italy . These two battles also represent the only victories in major land battles in which Hannibal was not in command of the Carthaginian armies during the 2nd Punic War . Strategic situation . After the defeat of Hasdrubal Barca in the Battle of Dertosa in the spring of 215 BC , the Romans had secured their bases in the north of Ebro . They then proceeded to win over some Iberian tribes , raid Carthaginian lands in the South of the Ebro , with Publius Scipio raiding as far South as Saguntum in 214 BC . Both the Romans and Carthaginians faced and put down Iberian tribal revolts . The Scipios received no reinforcement from Italy , where Hannibal Barca had the Romans hard pressed . Hasdrubal meanwhile had been reinforced by 2 armies , respectively led by his younger brother Mago Barca and Hasdrubal Gisco . These armies fought several indecisive battles with the Scipio brothers during 215 - 211 BC . The Scipios had persuaded Syphax , A Numidian king , to open hostilities against Carthage with a Roman trained Army in 213 BC . On the whole , the situation in Iberia was stable enough for Hasdrubal Barca to shift to Africa to put down a rebellion of Syphax , in 213 / 212 BC . Hasdrubal Barca returned to Iberia in late 212 BC , bringing 3 , 000 Numidians to Iberia under Masinissa , the future king of Numidia . On other fronts , while Hannibal had managed to win over Capua , capture Tarentum and generally retain his hold over Lucania , Bruttium and Apulia , the Romans had retaken several Italian towns and had besieged both Capua and Syracuse . Prelude . The Scipio brothers had hired 20 , 000 Celt - Iberian mercenaries to reinforce their army of 30 , 000 foot and 3 , 000 horse . Observing that the Carthaginian armies were deployed separately from each other , with Hasdrubal Barca and 15 , 000 troops near Amtorgis , and Mago Barca , Hasdrubal Gisco with 10 , 000 troops each further to the West of Hasdrubal , the Scipio brothers planned to split their forces . Publius Scipio decided to take 20 , 000 Roman and allied soldiers and attack Mago Barca near Castulo , while Gnaeus Scipio took one double legion ( 10 , 000 troops ) and the mercenaries to attack Hasdrubal Barca . This stratagem would lead to 2 battles , the Battle of Castulo and the Battle of Ilorca to take place within a few days of each other . Gnaeus Scipio arrived at his objective first . However , Hasdrubal Barca had already ordered the armies of Hasdrubal Gisco , Indibilis and Mandonius ( friendly Iberian chieftains to the Carthaginians ) , to join Mago near Castulo . Hasdrubal Barca held his ground against Gnaeus Scipio , staying within his fortified camp , then managed to bribe the Celt - Iberian mercenaries to desert Gnaeus Scipio . This led to Hasdrubal ' s army outnumbering that of Gnaeus Scipio . Hasdrubal bided his time , avoiding any battles with the Romans . Battle of Castulo . As Publius Scipio neared Castulo , he was harassed by the Numidian light cavalry under Masanissa day and night . When informed that Indibilis with 7 , 500 Iberians was moving across his line of retreat , Publius Scipio decided not to face Mago but attack the Iberian chieftain , fearing that he would be surrounded by Carthaginian forces . He left 2 , 000 soldiers under a legate , Tiberius Fonteus , in his camp , and marched out to attack the Iberians at night . Scipio marched all night and caught Indibilis and his men by surprise in early morning , and with a 18 , 000 to 7 , 500 advantage , began to gain the upper hand in the ensuing action . However , the Iberians managed to hold off the Romans in the confused night battle just long enough for Masanissa to arrive , whom Scipio had hoped to evade undetected , but had failed to do so . With the Numidian horse attacking from the flank , the Roman assault on the iberians began to slacken . When Mago and Hasdrubal Gisco arrived with their combined armies , the Romans finally , after a grim struggle , broke and fled , leaving Publius Scipio and most of their comrades dead on the field . Mago gave the Numidians enough time to loot the dead before force marching the army towards Hasdrubal Barca ' s position . A few handful of Roman survivors managed to reach their camp . Battle of Ilorca . Gnaeus Scipio had lost the advantage of numbers with the desertion of the mercenaries . Although unaware of Publius Scipio ' s fate , Gnaeus decided to withdraw towards northern Iberia after Mago and Hasdrubal Gisco arrived with their armies . The Romans moved out of their camp leaving his camp fires burning and made for Ebro at night . The Numidians located them the following day , their attacks forcing the Romans to take position on a hilltop for the night near Ilorca . The main Carthaginian army arrived during the night , now made up of the forces of Hasdrubal Barca , Hasdrubal Gisco and Mago . In desperation , the Romans tried to create a defensive wall with baggages and saddles , as the ground was too stony for digging . The Carthaginians easily overran this , and Gnaeus was killed in the fighting , most of his army was destroyed . Aftermath . The Roman fugitives fled north of Ebro , where they eventually gathered a hodge - podge army of 8 , 000 soldiers . The Carthaginian commanders made no coordinated attempts to wipe them out and send help to Hannibal Barca . Rome sent some 10 , 000 troops under Cladius Nero in late 211 BC to reinforce their forces in Iberia . Nero scored no spectacular victories , while the Carthaginians did not launch a coordinated assault on the Romans in Iberia . With the arrival of Publius Cornelius Scipio Africanus , the son of Publius Scipio with another 10 , 000 troops in 210 BC , the Carthaginians would regret their inaction in the Battle of Cartagena in 209 BC . With the Carthaginian armies in Iberia failing to eliminate the Romans , Hannibal would not get any reinforcements from Iberia during the crucial year of 211 BC , when the Romans were besieging Capua .