Battle of Cunaxa The Battle of Cunaxa was fought in 401 BC between Cyrus the Younger and his elder brother Arsaces , who had inherited the Persian throne as Artaxerxes II in 404 BC . The great battle of the revolt of Cyrus took place 70 km north of Babylon , at Cunaxa ( ) , on the left bank of the Euphrates River . The main source is a Greek eyewitness and soldier , Xenophon . Preparations . Cyrus gathered an army of Greek mercenaries , consisting of 10 , 400 hoplites and 2 , 500 peltasts , under the Spartan general Clearchus , and met Artaxerxes at Cunaxa . He also had a large force of levied troops under his second - in - command Ariaeus . The strength of the Achaemenid army was 40 , 000 men . When Cyrus learned that his elder brother , the Great King , was approaching with his army , he drew up his army in battle array . He placed the Greek mercenaries on the right , near the river . In addition to this they were supported on their right by some cavalry , 1 , 000 strong , as was the tradition of battle order in that day . To the Greeks , this was the place of honor . Cyrus himself with 600 body guards was in the center , to the left of the greek mercenaries - the place where Persian monarchs traditionally placed themselves in the order of battle . Cyrus ' Asiatic troops were on the left flank . Inversely , Artaxerxes II placed his left on the river , with a unit of cavalry supporting it also . Artaxerxes was in the center of his line , with 6 , 000 units of persian cavalry ( which were some of the finest in the world and by far superior to anything Cyrus or the Greeks could field ) which was to the left of Cyrus , his line being so much the longer . Artaxerxes line overlapped Cyrus ' line quite significantly , since he was able to field many more troops . Cyrus then approached Clearchus , the leader of the Greeks , who was commanding the phalanx stationed on the right , and ordered him to move into the center so as to go after Artaxerxes . However , Clearchus , not desiring to do this - for fear of his right flank - refused , and promised Cyrus , according to Xenophon , that he would " take care that all would be well " . Cyrus wanted to place him in the center as the Greeks were his most capable unit , and were thereby most able to defeat the elite Persian cavalry and in the process kill the Great King , thereby gaining the Persian throne for Cyrus . Clearchus refused this owing to the insecurity that the Greeks had for their right flank , which tended to drift and was undefended , as the shields were held in the left hand . That Clearuchus did not obey this order is a sign of the level of control that Cyrus had over his army , as a couple of other occasions throughout this campaign prior to the battle reveal also . This is inconsistent with military discipline , even in this day . Before the final attack began , Xenophon , the main relator of the events at Cunaxa , who was probably at the time some kind of mid - level officer , approached Cyrus to ensure that all the proper orders and dispositions had been made . Cyrus told him that they had , and that the sacrifices that traditionally took place before a battle promised success . Battle . The Greeks , deployed on Cyrus ' s right and outnumbered , charged the left flank of Artaxerxes ' army , which broke ranks and fled before they came within arrowshot . However , on the Persian right the fight between Artaxerxes ' army and Cyrus was far more difficult and protracted . Cyrus personally charged his brother ' s bodyguard and was killed by a javelin , which sent the rebels into retreat . ( The man who threw the javelin was known as Mithridates and he would later be executed by scaphism because he took the kill from Artaxerxes ) . Only the Greek mercenaries , who had not heard of Cyrus ' s death and were heavily armed , stood firm . Clearchus advanced against the much larger right wing of Artaxerxes ' army and sent it into retreat . Meanwhile , Artaxerxes ' troops took the Greek encampment and destroyed their food supplies . Aftermath . According to the Greek soldier and writer Xenophon , the Greek heavy troops scattered their opposition twice ; only one Greek was even wounded . Only after the battle did they hear that Cyrus himself had been killed , making their victory irrelevant and the expedition a failure . They were in the middle of a very large empire with no food , no employer , and no reliable friends . They offered to make their Persian ally Ariaeus king , but he refused on the grounds that he was not of royal blood and so would not find enough support among the Persians to succeed . They offered their services to Tissaphernes , a leading satrap of Artaxerxes , but he refused them , and they refused to surrender to him . Tissaphernes was left with a problem ; a large army of heavy troops , which he could not defeat by frontal assault . He supplied them with food and , after a long wait , led them northwards for home , meanwhile detaching Ariaeus and his light troops from their cause . The Greek senior officers foolishly accepted the invitation of Tissaphernes to a feast . There they were made prisoner , taken up to the king and there decapitated . The Greeks elected new officers and set out to march northwards to the Black Sea through Corduene and Armenia . Their eventual success , the march of the Ten Thousand , was recorded by Xenophon in his Anabasis . In popular culture . The battle is referenced at the start of " The Warriors " ( 1979 ) . References . Full text of Xenophon ' s Anabasis online :