Battle of Raphia The Battle of Raphia , also known as the Battle of Gaza , was a battle fought on 22 June 217 BC near modern Rafah between the forces of Ptolemy IV Philopator , king of Egypt and Antiochus III the Great of the Seleucid kingdom during the Syrian Wars . It was one of the largest battles of the Hellenistic kingdoms of the Diadochi and was waged to determine the sovereignty of Coele Syria . Synopsis of Forces . According to Polybius , Ptolemy had 70 , 000 infantry , 5 , 000 cavalry , and 73 war elephant s and Antiochus 62 , 000 infantry , 6 , 000 cavalry , and 102 elephants . Antiochus ' Forces according to Polybius . Antiochus ' army was composed of 5 , 000 light armed Daae , Carmanians and Cilicians under Byttacus the Macedonian , 10 , 000 Phalangite s ( the " Argyraspides " or " Silver Shields " ) under Theodotus the Aetolian , the man who had betrayed Ptolemy and handed much of Coele Syria and Phoenicia over to Antiochus , 20 , 000 Phalangites under Nicarchus and Theodotus Hemiolius , 2 , 000 Persian and Agrianian archers and slingers with 2 , 000 Thracians under Menedemus of Alabanda , 5 , 000 Medes , Cissians , Cadusii and Carmanians under the Aspasianus the Mede , 10 , 000 Arabians under Zabdibelus , 5 , 000 Greek mercenaries under Hippolochus the Thessalian , 1 , 500 Cretans under Eurylochus and 1 , 000 Neocretans under Zelys the Gortynian , 500 Lydian javelin eers and 1 , 000 Cardakes under Lysimachus the Gaul . 4 , 000 horse under Antipater , the nephew of the King and 2 , 000 under Themison formed the cavalry and 102 war elephants of Indian stock marched under Philip and Myischos . Ptolemy ' s Forces according to Polybius . Ptolemy had just ended a major recruitment and retraining plan with the help of many mercenary generals . His forces consisted of 3 , 000 Hypaspists under Eurylochus the Magnesian ( the Agema ) , 2 , 000 peltasts under Socrates the Boeotian , 25 , 000 Phalangites under Andromachus the Aspendian and Ptolemy , the son of Thraseas , and 8 , 000 Greek mercenaries under Phoxidas the Achaean , and 2 , 000 Cretan under Cnopias of Allaria and 1 , 000 Neocretan archers under Philon the Cnossian . He had another 3 , 000 Libyans under Ammonius the Barcian and 20 , 000 Egyptians under his chief minister Sosibius trained in the Macedonian way . Apart from these he also employed 4 , 000 Thracians and Gauls from Egypt and another 2 , 000 from Europe under Dionysius the Thracian . His Household Cavalry ( " tis aulis " ) numbered 700 men and the local ( " egchorioi " ) and Libyan horse , another 2 , 300 men , had as appointed general Polycrates of Argos . Those from Greece and the mercenaries were led by Echecrates the Thessalian . Ptolemy ' s force was accompanied by 73 elephants of the African stock . War elephants . Ptolemy ' s elephants were of the now extinct , smaller North African breed of elephants ; those of Antiochus were mainly Asian elephant s , brought from India . According to Polybius , the African elephants could not bear the smell , sound and view of their Indian counterparts as well as their greater size and strength and would easily give way and rout . Battle . Antiochus initially set up his camp at a distance of 10 ( about 2 km ) and then only 5 stades ( about 1 km ) from his adversary ' s . Many skirmishes took place before the battle due to this proximity . One night , Theodotus the Aetolian , formerly an officer of Ptolemy , sneaked inside the Ptolemaic camp and reached what he presumed to be the King ' s tent but Ptolemy was absent and so failed to assassinate him . After 5 days of skirmishing , the two Kings decided to array their troops for battle . Both placed their Phalangites in the center . Next to them they fielded the light armed and the mercenaries in front of which they placed their elephants and even further in the wings their cavalry . They spoke to their soldiers , took their places in the lines — Ptolemy in his left and Antiochus in his right wing — and the battle commenced . In the beginning of the battle , the elephant contingents on the wings of both armies moved to charge . Most African elephants , the species used by Ptolemy , retreated in panic before the impact and ran through the lines of friendly infantry arrayed behind them , causing disorder in their ranks . At the same time , Antiochus had led his cavalry to the right , rode past the left wing of the Ptolemaic elephants charging the enemy horse . At the same time , the right wing of Ptolemy was retreating and wheeling to protect itself from the panicked elephants . Ptolemy rode to the center encouraging his phalanx to attack , while on the Ptolemaic far right , Ptolemy ' s cavalry was routing their opponents . Antiochus routed the Ptolemaic horse posed against him and pursued the fleeing enemy en masse , believing to have won the day , but the Ptolemaic center eventually drove the Syrians back and soon Antiochus realized that his judgment was wrong . Antiochus tried to ride back , but by the time he rode back , his troops were routed and could no longer be regrouped . The battle had ended . After the battle , Antiochus wanted to regroup and make camp outside the city of Raphia but most of his men had already found refuge inside and he was thus forced to enter it himself . Then he marched to Gaza and asked Ptolemy for the customary truce to bury the dead , which he was granted . According to Polybius , the Syrians suffered a little under 10 , 000 foot dead , about 300 horse and 5 elephants , 4 , 000 men were taken prisoner . The Ptolemaic losses were 1 , 500 foot , 700 horse and 16 elephants . Most of the Syrian elephants were taken by the Ptolemies . Aftermath . Ptolemy ' s victory secured the province of Coele - Syria for Egypt , but it was only a respite ; at the Battle of Panium in 198 BC Antiochus defeated the army of Ptolemy ' s young son , Ptolemy V Epiphanes and recaptured Coele Syria and Judea . Ptolemy owed his victory in part to having a properly equipped and trained native Egyptian phalanx which for the first time formed a large proportion of his phalangites , thus ending his manpower problems . The self - confidence the Egyptians gained was credited by Polybius as one of the causes of the secession in 207 – 186 of Upper Egypt under pharaohs Hugronaphor and Ankhmakis , who created a separate kingdom that lasted nearly twenty years . The battle of Raphia marked a turning - point in Ptolemaic history . The growth in influence of the native Egyptian element in 2nd - century Ptolemaic administration and culture , at first in the financial pressure aggravated by the cost of the war itself . The stele that recorded the convocation of priests at Memphis in November 217 , to give thanks for the victory was inscribed in Greek and hieroglyphic and demotic Egyptian : in it , for the first time , Ptolemy is given full pharaonic honours in the Greek as well as the Egyptian texts ; subsequently this became the norm . Some biblical commentators see this battle as being the one referred to in Daniel 11 : 11 , where it says , " Then the king of the South will march out in a rage and fight against the king of the North , who will raise a large army , but it will be defeated . "