I. AFFAIRS OF GREECE
Perhaps it is true that in all Olympiads the syllabus of events arrests the attention of the reader, owing to their number and importance, the actions of the whole world being brought under one point of view. But I think the events of this Olympiad (CXLIV) will have a peculiar power of doing this. For in the first place it was during this Olympiad that the wars in Italy and Africa were brought to an end, wars the final outcome of which who will not be curious to learn? For everyone naturally, although he may completely accept our account of particular action and speeches, still always longs to know the end. Besides this, the political tendencies of the kings were clearly revealed during these years. For all that had been hitherto a matter of gossip about them now became clearly known to everyone, even to those who were not at all disposed to be curious. For this reason, as I wish to give such an account of the facts as their importance deserves, I have not comprised the events of two years in one Book as was my practice in previous cases.
II. Scipio in Africa
The consuls, then, were engaged in these matters, but Publius Scipio, who was in winter quarters in Africa, hearing that the Carthaginians were getting a fleet ready, occupied himself in making his own naval preparations, but continued to prosecute none the less the siege of Utica. Nor did he entirely abandon his hope of winning over Syphax, but sent frequent messages to him their armies being at no great distance from each other, feeling sure of inducing him to abandon the Carthaginian alliance. He thought it indeed not at all unlikely that he had already grown tired of the girl  for whose sake he had chosen the cause of the Carthaginians, and tired generally of his friendship for Phoenicians, as Scipio well knew the natural tendency of the Numidians to grow disgusted with what pleased them and how lightly they always break their faith to gods and men alike. At present his mind was much distracted and agitated by various apprehensions, as he feared an attack owing to the enemy's superiority in numbers, and he gladly availed himself of the following occasion when it offered itself. Some of his messengers to Syphax reported that the Carthaginians in their winter camp had made their huts from all kinds of wood and branches without any mixture of earth, that the first Numidians to arrive had constructed theirs with reeds, while the others who kept joining the army from the cities had used nothing but branches for the present, some of them being encamped inside but most outside the trench and palisade. Scipio, therefore, thinking that an attempt to fire the camp would be a complete surprise for the enemy and very serviceable to himself, began to take the necessary measures. Syphax in his communications with Scipio always kept harking back to the opinion that the Carthaginians ought to evacuate Italy and the Romans do the same as regards Africa, each nation continuing to occupy the points they held between these two countries. Scipio had previously refused entirely to listen to this proposal, but he now ordered his messengers to throw out slight hints to the Numidian prince that the attainment of this end was not beyond the bounds of possibility. Syphax was very much relieved in consequence and became much more disposed than he had been to engage in parleys, the consequence being that the messengers became more numerous and their visits more frequent, some of them at times spending several days in the hostile camp without any objection being made. Scipio on such occasions used to send in the company of his envoys certain expert observers and certain of his officers, looking mean and dirty fellows, disguised as they were in the habit of slaves, with the object of exploring and inspecting undisturbed the approaches and the entrances of both camps. For there were two of them, one occupied by Hasdrubal with thirty thousand foot and three thousand horse, and another at a distance of ten stades belonging to the Numidians and containing about ten thousand horse and fifty thousand foot. The latter was the easiest to attack and the huts very suitable for setting on fire, since the Numidians, as I just said, used neither wood nor earth for their huts, but only reeds and matting.
 Sophonisba, daughter of Hasdrubal and granddaughter of Gesco.
As soon as there were signs of the approach of spring, Scipio having now completed all the inquiries necessary for the above design against the enemy, launched his ships and constructed siege-machines to place on them as if he were about to blockade Utica from the sea. With his infantry, who numbered about two thousand, he again occupied the hill situated above the town and spared no expense in fortifying this hill and digging a moat round it, giving the enemy the idea that he did so for the purpose of the siege, but in reality desiring to secure himself from possible danger on the day of his enterprise; for he feared lest when his legions had left their camp the garrison of Utica might venture on a sortie, and falling on the camp, which was close by, besiege the force left to defend it. While making these preparations he sent a message to Syphax to inquire, on the supposition that the proposed terms met with his own approval, if they would also be agreeable to the Carthaginians and if they could be trusted not to say again that they would further consider before accepting what he was ready to concede. He also instructed his envoys not to return to him before receiving an answer to this question. When they arrived and Syphax had received the message, he felt convinced that Scipio was determined to conclude the treaty, both because the envoys had told him they would not return without an answer and because of the anxiety shown to make sure of the consent of the Carthaginians. So he sent off at once to Hasdrubal informing him of what had occurred and begging him to accept peace, while he himself passed his time at his ease and allowed the Numidians who kept on joining him to encamp outside his fortified camp. Scipio pretended to do the same, but as a fact was making every possible preparation for his attack. When Syphax had once been instructed by the Carthaginians to conclude the peace, and overjoyed at this, spoke to the envoys on the matter, they at once left for their own camp to tell Scipio the result of the king's action. The Roman commander, on hearing of it, lost no time in sending other envoys to announce to Syphax that Scipio approved of peace and was earnestly working for it, but that members of the council were of a different opinion, maintaining that matters should rest as they were. The envoys went to Syphax and informed him to this effect. Scipio dispatched this embassy in order not to appear to have broken the true if, while formal negotiations for peace were still in progress, he committed any hostile act. But after having made this declaration he considered that whatever happened no one could find fault with his conduct.
Syphax, on hearing this, was no little vexed as he had made up his mind that peace was assured, but he now met Hasdrubal and communicated to him the message he had received from the Romans. After much discussion of it they fell to considering how they should now deal with the situation, being very far both in their apprehensions and designs from any suspicion of which was actually about to happen. For they never had the least thought of taking any precaution for their security or of the likelihood of any disaster, but they were very eager and anxious to take some active steps and to challenge the enemy to battle on level ground. Scipio, in the meanwhile, by his preparations and the orders he issued gave his soldiery to understand that he was about to make an attempt to seize Utica by surprise, but summoning the ablest and most trusty of his tribunes about midday, and disclosing his plan ordered them to get their supper early and then lead the legions out of the camp, after the trumpeters had all sounded the retreat as usual. For it is the custom among the Romans at supper-time for the trumpeters and buglers to sound their instruments outside the general's tent as a signal that it is time to set the night-watches at their several stations. After this, calling the spies whom he used to send to the enemy's camps, he questioned them closely and compared the accounts they gave of the approaches and entrances of the camps, letting Massanissa decide, and following his advice owing to his personal knowledge of the ground.
When all was in readiness for his present enterprise, he left a sufficient body of troops suitable for the purpose to guard the camp and advanced with the rest of his army just at the end of the first watch, the enemy being at a distance of sixty stades. When towards the end of the third watch he approached them he placed half of his legionaries and all the Numidians under the command of Gaius Laelius and Massanissa with orders to attack the camp of Syphax, exhorting them to behave like brave men and to do nothing rashly, as they well knew that the more the darkness in night attacks hinders and impedes the sight, the more must one supply the place of actual vision by skill and daring. He himself, with the rest of his army, advanced to attack Hasdrubal. He had made up his mind not to deliver his attack before Laelius had set fire to the other hostile camp, and, therefore, this being his purpose, marched at a slow pace. Laelius and Massanissa dividing their forces into two attacked the enemy simultaneously. The huts having been, as I stated above, almost specially constructed for the purpose of catching fire, once the front ranks of the Romans had set the fire alight it spread at once over the first row, and made the evil irremediable owing to the closeness of the huts to each other and the quantity of the fuel it fed on. Laelius remained to cover the operation, and Massanissa, knowing the places by which those who were trying to escape from the flames would have to pass, stationed his own men at those posts. Absolutely none of the Numidians had any suspicion of the actual fact, not even Syphax, but they all supposed that the camp had caught fire by accident. So that suspecting nothing, some of them aroused from sleep and others surprised while still drinking and carousing, they rushed out of their huts. Many were trampled to death in the passages that led out of the camp, and many others were caught by the flames and consumed, while all those who escaped from the fire fell into the midst of the enemy and perished without knowing what was happening to them or what they were doing.
Meanwhile the Carthaginians, when they saw the strength of the fire and the volume of flame that rose to the sky, thinking that the Numidian camp had caught fire by accident, rushed some of them to give assistance, while all the rest, flocking out of their camp unarmed, stood in front of it in a state of terror at what was taking place. Scipio, now that all had gone as well as he could have wished, fell upon those who had come out. Killing some and pursuing others he set their huts also on fire, with the result that the scene of conflagration and general destruction I have just described in the case of Numidian camp was reproduced in that of the Phoenicians. Hasdrubal at once entirely desisted from any attempt to extinguish the fire, as he knew now from what had befallen him that the calamity that had befallen the Numidians also was not, as they had supposed, the result of chance but was due to the initiative and daring of the enemy. He now thought but of saving himself, and there was very little hope left of even doing this. For the fire spread with great rapidity, and soon covered the whole area of the camp, the passages of which were full of horses, mules, and men, some half-dead and consumed by the flames, and some frenzied and beside themselves, so that even those ready to make a bold effort were prevented by these obstacles, and owing to the confusion and disturbance there was no hope of safety. Syphax, too, and the other officers were in the same plight. The two generals, however, managed to escape with a small body of horse, but of the rest those thousands and thousands of men, horses, and mules met with an unhappy and miserable end in the flames, while some of the men trying to escape the fury of the fire died a disgraceful and dishonourable death at the hands of the enemy, cut down as they were naked, not only without their arms but without their clothes. In a word the whole place was filled with wailing and confused cries, panic fear, strange noises, and above all raging fire and flames that overbore all resistance, things any one of which would be sufficient to strike terror into a human heart, and how much more this extraordinary combination of them all. So it is not possible to find any other disaster which even if exaggerated could be compared with this, so much did it exceed in horror all previous events. Therefore of all the brilliant exploits performed by Scipio this seems to me the most splendid and most adventurous. . . .
But when day dawned, and the enemy had all either perished or were in headlong flight, Scipio exhorted his officers and at once started in pursuit. The Carthaginian commander at first remained where he was, although he had received notice of the approach of the Romans; it was his confidence in the strength of the town in which he was that made him act thus. But afterwards, when he saw that the inhabitants of the place were disaffected, the prospect of being attacked by Scipio dismayed him and he continued his flight with all those who had escaped, and who consisted of not less than five hundred horse and about two thousand foot. Upon this the inhabitants with one accord surrendered at discretion to the Romans. Scipio spared them, but gave up two of the neighbouring towns to his soldiers to pillage and after this returned to his original camp.
The Carthaginians, now that the prospect of success in their original design had been reversed, were deeply dejected. For they had hoped to shut in the Romans on the cape adjacent to Utica, which they made their winter quarters, besieging them by land with their armies and by sea with their navy and had made all preparations for this purpose; so that now when by a strange and unexpected disaster they had not only been obliged to abandon to the enemy the command of the open country but expected that at any moment they themselves and their city would be in imminent peril, they became thoroughly dismayed and faint-hearted. The situation, however, demanded that they should take precautions and deliberate as to the future, and when the senate assembled it was full of perplexity and the most divergent and tumultuary suggestions abounded. Some held that they should send to Hannibal and recall him from Italy, their only remaining hope being in that general and his army, others proposed sending an embassy to Scipio to ask for a truce and speak to him about terms of peace, while others said they should pluck up courage and communicate with Syphax, who had retired to Abba quite near by, and collect the troops who had escaped from the disaster. This was the counsel which finally prevailed.
The Carthaginians, then, began to assemble their forces, dispatching Hasdrubal to do so, and at the same time sent to Syphax entreating him to help them and to remain firm to his first engagements, assuring him that Hasdrubal would at once join him with his army. The Roman general both occupied himself with preparations for the siege of Utica and now, on hearing that Syphax remained faithful and that the Carthaginians were again collecting an army, led out his own forces and encamped before that city. He also at the same time distributed the booty, but sent about their business the merchants who were making too good an affair of it; for as their recent success had made them form a rosy picture of the future, the soldiers attached no value to their actual booty and were very ready to dispose of it to the merchants for a song.
The Numidian prince and his friends had at first decided to continue their retreat and seek their homes, but when they were met near Abba by the Celtiberians who had been hired by the Carthaginians and who numbered over four thousand, the reliance they placed on this additional force made them halt and pluck up a little courage. And when at the same time the young girl, who was, as I have said, the daughter of the general, Hasdrubal, and wife of Syphax, begged and entreated him to remain and not desert the Carthaginians at such a critical time, the Numidian prince suffered himself to be persuaded and yielded to her prayers. The Celtiberians contributed also not a little to inspire the Carthaginians with hope. For instead of four thousand it was announced that they were ten thousand, and that their personal courage and their armament rendered them invincible in the field. These reports and the vulgar gossip of the rabble raised so much the spirits of the Carthaginians that their confidence in being able to take the field once more against the enemy was redoubled. Finally in thirty days they encamped and entrenched themselves on the so-called Great Plain together with the Numidians and Celtiberians, the whole force numbering not less than thirty thousand.
When the news reached the Roman camp, Scipio at once prepared to advance against them, and after giving the necessary orders to the land and sea forces besieging Utica, he set out on his march, his whole force being in light marching order. On the fifth day he reached the Great Plain, and on approaching the enemy encamped for the first day on a hill at a distance of thirty stades from them, but on the next day came down from the hill, and placing his cavalry in front drew up his army at a distance of seven stades from the Carthaginians. After remaining where they were for the two subsequent days and making trial of their strength by some slight skirmishing, on the fourth day both generals deliberately advanced their forces and arrayed them for battle. Scipio simply followed the usual Roman practice of placing the maniples of hastati in front, behind them the principes, and hindmost of all the triarii. He stationed his Italian cavalry on his right and the Numidians with Massanissa on the left. Syphax and Hasdrubal placed the Celtiberians in the centre opposite the Roman maniples, the Numidians on the left, and the Carthaginians on the right. At the first encounter the Numidians gave way before the Italian horse and the Carthaginians before Massanissa, their courage having been broken by previous defeats, but the Celtiberians fought bravely holding out against the Romans. For they neither had any hope of safety in flight owing to their ignorance of the country, nor could they expect to be spared if made prisoners, owing to their treachery to Scipio in thus coming to fight in the service of Carthage against the Romans in spite of his never having been guilty of any acts of hostility to them during his Spanish campaigns. But when the wings gave way they were soon surrounded by the principes and triarii and cut to pieces where they stood except quite a few. Thus perished the Celtiberians after proving of the greatest service to the Carthaginians not only in the battle but in the flight. For if the Romans had not met with this obstacle, but had directly pursued the fugitives, very few of the enemy would have escaped. But as it was, owing to this stand made by the Celtiberians, Syphax with his cavalry made his way safely back home and Hasdrubal also with the survivors of his force reached Carthage.
The Roman general, as soon as he had arranged about the disposal of the booty and prisoners, summoned the council to deliberate as to what should be done next. It was decided that Scipio with a part of his army should remain and go round to the several cities, while Laelius and Massanissa with the Numidians and a portion of the Roman legions should follow up Syphax and not give him time to stop and prepare for resistance. Having come to this decision they separated, these two going after Syphax with the troops I mentioned and the general visiting the towns, some of which surrendered voluntarily to the Romans out of fear, while he besieged and stormed others. The whole country indeed was inclined for a change, as the people had been constantly exposed to hardship and excessive taxation owing to the long duration of the war in Spain.
In Carthage itself the disorder had been serious enough previously, but now the city was still more deeply disturbed, and it seemed that after this second heavy blow they had lost all confidence in themselves. But nevertheless the advice of those who were thought to be the boldest spirits in the senate was to sail with the fleet against the besiegers of Utica and attempt to raise the siege and engage the enemy's fleet, which was unprepared for an encounter. They also demanded that Hannibal should be summoned to return and that resource put to the test without any delay. Both these measures, they said, offered, as far as could be reasonably judged, great chances of saving the country. But others maintained that the time for these steps was past, and that they must now strengthen the city and prepare for a siege. For if they only preserved concord, chance would afford many opportunities. They also advised them to take the question of peace into consideration, and to decide on what terms and by what means they could be delivered from the present evils. There were several debates on these proposals and finally they adopted them all. As soon as the vote had been taken, those senators who were to sail for Italy proceeded directly from the senate-house to sea, and the admiral went straight on board his ship. The remainder made it their business to see to the defences of the city and met frequently to discuss points of detail.
Scipio's camp was now full of booty, as he met with no resistance but all gave way to him no matter what he attempted, and he decided to send off the great part of the booty to his original camp, and taking with him his army thus lightened to seize on the entrenched position before Tunis and to encamp in full view of Carthage. For this he thought would be the most effective means of striking the Carthaginians with terror and dismay. The Carthaginians had got ready in a few days the crews and stores for their ships and were about to put to sea to execute their purpose, when Scipio arrived at Tunis and upon its garrison taking to flight occupied the place. Tunis is situated at a distance of about 120 stades from Carthage, and is visible from nearly the whole town. As I have previously stated, both nature and art have contributed to render it a very strong place. Just as the Romans had encamped there the Carthaginian fleet was putting to sea on its way to Utica. Scipio when he saw the enemy under way was much disturbed, as he feared that something untoward might happen to his own fleet, since no one expected to be attacked or had made any preparations for such a contingency. He, therefore, at once broke up his camp and marched hastily to the help of his own people. Finding that his warships were well provided with facilities for supporting moving forward siege-machines, and in general for all siege operations, but were quite unprepared for a naval action, while the enemy's fleet had during the whole winter been equipping for this very purpose, he abandoned any idea of advancing and offering battle, but anchoring his warships in a line placed round them the transports three or four deep, and then taking down the masts and yards lashed the transports securely to each other with these, leaving a small interval for dispatch-boats to pass in and out.
III. Affairs of Egypt since B.C. 213 
 From Athen. vi. 251 c.
Polybius in his fourteenth book says that Philo was the flatterer of Agathocles, the son of Oenanthe and the companion of Ptolemy Philopator. . . .
Polybius in his fourteenth book  tells us that there were many portraits in Alexandrian temples of Cleino, the cupbearer of Ptolemy Philadelphus, representing her clothed only in a chiton and holding a rhyton. "And are not some of the finest houses," he says, called Myrtion's, Mnesis's, and Potheine's? But what were Mnesis and Potheine but flute-players and Myrtio one of the professional and vulgar mimae? And was not Ptolemy Philopator the slave of the courtesan Agathocleia, who overturned the whole kingdom?". . . .
 From Athen. xiii. 756 c.
Perhaps some of my readers will wonder why while elsewhere I dealt with the successive events of each year separately, in the case of Egypt alone I give on the present occasion a narrative of occurrences there extending over a considerable period. The reason of this I may state as follows. Ptolemy Philopator, of whom I am now talking, after the termination of the war for Coele-Syria abandoned entirely the path of virtue and took to a life of dissipation such as I have just described. Late in his reign he was forced by circumstances into the war I have mentioned, a war which, apart from the mutual savagery and lawlessness of the combatants, contained nothing worthy of note, no pitched battle, no sea-fight, no siege. It, therefore, struck me that my narrative would be easier both for me to write and for my readers to follow if I performed this part of my task not by merely alluding every year to small events not worth serious attention, but by giving once for all a life-like picture so to speak of this king's character.
THE END OF BOOK XIV