Battle of Zama The Battle of Zama , fought around October 19 , 202 BC , marked the final and decisive end of the Second Punic War . A Roman army led by Publius Cornelius Scipio Africanus defeated a Carthaginian force led by the commander Hannibal . Soon after this defeat on their home ground , the Carthaginian senate sued for peace , which was given to them by the Roman Republic on rather humiliating terms , ending the 17 - year war . Prelude . Crossing the Alps , Hannibal reached the Italian peninsula in 218 BC and won several major victories against the Roman armies . Having failed to defeat Hannibal or drive him from Italy , the Romans changed strategy and decided to attack Carthage , forcing the Carthaginians to recall Hannibal . He was still in Italy , although confined to the south of the peninsula , when Scipio landed in Africa in 203 BC . Following Scipio ' s decisive victory at the Battle of Ilipa in Spain in 206 BC , Iberia had been secured by the Romans . In 205 BC , Scipio returned to Rome , where he was elected consul with a unanimous vote . Scipio , now powerful enough , proposed to end the war by directly invading the Carthaginian home land . The Senate initially opposed this ambitious design of Scipio , persuaded by Fabius Maximus that the enterprise was far too hazardous . However , Scipio and his supporters eventually convinced the Senate to ratify the plan , and Scipio was given the requisite authority to attempt the invasion . Initially he received no levy troops , and he sailed to Sicily with a group of 7 , 000 heterogeneous volunteers . He was later authorised also to employ the regulars stationed in Sicily , who consisted mainly of the remnants of the 5th and 6th Legion , exiled to the island as a punishment for the humiliation they suffered at the Battle of Cannae . Scipio continued to reinforce his troops with local defectors . He landed at Utica , and defeated the Carthaginian army at the Battle of the Great Plains in 203 BC . The panicked Carthaginians felt that they had no alternative but to offer peace to Scipio , and Scipio , who had the authority to do so , granted peace on generous terms . Under the treaty , Carthage could keep its African territory , but would lose its overseas empire , by that time a " fait - accompli " . Masinissa was to be allowed to expand Numidia into parts of Africa . Also , Carthage was to reduce its fleet and pay a war indemnity . The Roman senate ratified the treaty . The Carthaginian senate recalled Hannibal from Italy in 203 BC . Meanwhile , the Carthaginians breached the armistice agreement by capturing a stranded Roman fleet in the Gulf of Tunis and stripping it of supplies . The Carthaginians no longer believed a treaty advantageous , and rebuffed it under much Roman protest . Troop deployment . Hannibal led an army composed of mercenaries , local citizens and veterans from his Italian campaigns , and Scipio led the already present Roman army of legionaries , along with a body of Numidian cavalry . The battle took place at Zama Regia , near Siliana 130 km south - west of the capital Tunis . Hannibal was first to march and reach the plains of Zama Regia , which were suitable for cavalry maneuvering . This also gave an upper edge in turn to Scipio who relied heavily on his Roman heavy cavalry and Numidian light cavalry . Hannibal deployed his troops facing northwest , while Scipio deployed his troops in front of the Carthaginian army facing southeast . Hannibal ' s army consisted of 36 , 000 infantry , 4 , 000 cavalry , and 80 war elephant s , while Scipio had a total of 29 , 000 infantry and 6 , 100 cavalry . Putting his cavalry on the flanks , with the inexperienced Carthaginian cavalry on the right , and the numidians on the left , Hannibal aligned the rest of his troops in three straight lines behind his elephants . The first line consisted of mixed infantry of mercenaries from Gaul , Liguria , and the Balearic Islands . In his second line he placed the Carthaginian and Libyan citizen levies , while his veterans from Italy were placed in the third line . Hannibal intentionally held back his third infantry line , in order to thwart Scipio ' s tendency to pin the Carthaginian center and envelop his opponent ' s lines , as he had previously done at the Battle of Ilipa . Livy states that Hannibal deployed 4000 Macedonians in the second line , which is normally rejected as Roman propaganda , though T Dorey suggested that there might have been a grain of truth in the story if the Carthaginians had recruited a trivial number of mercenaries from Macedonia who had gone without official blessing . Scipio deployed his army in three lines : the first line was composed of the hastati , the second line of principes and the third line of the triarii . The stronger right wing was composed of the Numidian cavalry and commanded by Masinissa , while the left wing was composed of the Italian cavalry under the command of Laelius . The greatest concern for Scipio was the elephants . He came up with an ingenious plan to deal with them . Scipio knew that elephants could be ordered to charge forward , but they could only continue their charge in a straight line . Scipio predicted that if he opened gaps in his troops , the elephants would simply pass between them , without harming any of his soldiers . Scipio created the lanes between the army regiments across the depth of his troops and hid them with maniples of skirmishers . The plan was that when the elephants charged , these lanes would open , allowing them to pass through the legionaries ' ranks and be dealt with at the rear of the army . Hannibal and the Carthaginians had relied on cavalry superiority in previous battles such as Cannae , but Scipio , recognizing their importance , held the cavalry advantage at Zama . This was due in part to his raising of a new cavalry regiment in Sicily and careful courting of Masinissa as an ally . Hannibal most likely believed that the combination of the war elephants and the depth of the first two lines would weaken and disorganize the Roman advance . This would have allowed him to complete a victory with his reserves in the third line and overlap Scipio ' s lines . Though this formation was well - conceived , it failed to produce a Carthaginian victory . The two men are said to have met face - to - face before the battle . Hannibal offered a treaty that would give up any claims to overseas territories , only to ensure the sovereignty of Carthage . Scipio refused , saying that it was either unconditional surrender or battle . The battle . At the outset of the battle , Hannibal unleashed his elephants and skirmishers against the Roman troops in order to break the cohesion of their lines and exploit the breaches that could be opened . The attack was confronted by the Roman skirmishers . In addition , Scipio ordered the cavalry to blow loud horns to frighten the beasts , which partly succeeded , and several rampaging elephants turned towards the Carthaginian left wing and disordered it completely . Seizing this opportunity , Masinissa led his Numidian cavalry and charged at the Carthaginian left wing , which was also composed of Numidian cavalry , and was unknowingly lured off the field . Meanwhile , the rest of the elephants were carefully lured through the lanes and taken to the rear of the Roman army , where they were dealt with . Scipio ' s plan to neutralize the threat of the elephants had worked . Scipio ' s troops then fell back into traditional Roman battle formation . Laelius , the commander of Roman left wing , charged against the Carthaginian right . The Carthaginian cavalry , acting on the instructions of Hannibal , allowed the Roman cavalry to chase them so as to lure them away from the battlefield so that they wouldn ' t attack the Carthaginian armies in the rear . Scipio now marched with his center towards the Carthaginian center , which was under the direct command of Hannibal . Hannibal moved forward with only two lines and the third line of veterans was kept in reserve . After a close contest , the first line of Hannibal was pushed back by the Roman hastati . Hannibal ordered his second line not to allow the first line in their ranks . The bulk of them managed to escape and to position themselves on the wings of the second line on Hannibal ' s instructions . Hannibal now charged with his second line . A furious struggle ensued and the Roman hastati were pushed back with heavy losses . Scipio reinforced the hastati with the second line principes . With this reinforcement the Roman front renewed their attack and defeated Hannibal ' s second line . Again , the second line was not allowed to merge with the third line and was forced to the wings along with the first line . Carthaginian cavalry carried out Hannibal ' s instructions well and there was no sign of Roman cavalry on the battlefield . Once they were far enough away , they turned and attacked the Roman cavalry but were routed in the end . At this point there was a pause in the battle as both sides redeployed their troops . Scipio played for time as he redeployed his troops in a single line with the hastati in the middle and the principes in the inner wings and the triarii on the outer wings . Hannibal waited for Scipio to attack . The resulting clash was fierce and bloody , with neither side achieving local superiority . However , Scipio was able to rally his men . The battle finally turned in the Roman ' s favor as the Roman cavalry returned to the battlefield and attacked the Carthaginian line from behind . The Carthaginian infantry was encircled and annihilated . Thousands of Carthaginians , including Hannibal , managed to escape the slaughter . Hannibal experienced a major defeat that put an end to all resistance on the part of Carthage . In total , as many as 20 , 000 men of Hannibal ’ s army were killed at Zama , while 20 , 000 were taken as prisoners . The Romans on the other hand , suffered as few as 2 , 500 dead . Aftermath . Soon after Scipio ' s victory at Zama , the war ended , with the Carthaginian senate suing for peace . Unlike the treaty that ended the First Punic War , the terms Carthage acceded to were so punishing that it was never able to challenge Rome for supremacy of the Mediterranean again . Terms of the treaty bankrupted Carthage of any chance at military might in the future , although their economic recovery was quick because they did not have to pay an army of mercenaries to fight for them . One provision was that the Carthaginians were not allowed to make war without Roman consent . This allowed the Romans to establish " casus belli " for the Third Punic War when the Carthaginians defended themselves from Numidian encroachments which the Romans would not stop . When Rome waged a Third Punic War on Carthage about 50 years later , the Carthaginians had little power and could not even defeat the by - then very aged Masinissa in Africa . They could , however , organize a defense of their home city , which , after an extended siege , was captured and completely destroyed . Only 55 , 000 survived .