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By Plutarch

(legendary, died 183 B.C.E.)

Translated by John Dryden

CLEANDER was a man of high birth and great power in the city of Mantinea,
but by the chances of the time happened to be driven from thence.
There being an intimate friendship betwixt him and Craugis, the father
of Philopoemen, who was a person of great distinction, he settled
at Megalopolis, where, while his friend lived, he had all he could
desire. When Craugis died, he repaid the father's hospitable kindness
in the care of the orphan son; by which means Philopoemen was educated
by him, as Homer says Achilles was by Phoenix, and from his infancy
moulded to lofty and noble inclinations. But Ecdemus and Demophanes
had the principal tuition of him, after he was past the years of childhood.
They were both Megalopolitans; they had been scholars in the academic
philosophy, and friends to Arcesilaus, and had, more than any of their
contemporaries, brought philosophy to bear upon action and state affairs.
They had freed their country from tyranny by the death of Aristodemus,
whom they caused to be killed; they had assisted Aratus in driving
out the tyrant Nicocles from Sicyon; and, at the request of the Cyreneans,
whose city was in a state of extreme disorder and confusion, went
thither by sea, and succeeded in establishing good government and
happily settling their commonwealth. And among their best actions
they themselves counted the education of Philopoemen, thinking they
had done a general good to Greece by giving him the nurture of philosophy.
And indeed all Greece (which looked upon him as a kind of latter birth
brought forth, after so many noble leaders, in her decrepit age) loved
him wonderfully; and, as his glory grew, increased his power. And
one of the Romans, to praise him, calls him the last of the Greeks;
as if after him Greece had produced no great man, nor who deserved
the name of Greek. 

His person was not, as some fancy, deformed; for his likeness is yet
to be seen at Delphi. The mistake of the hostess of Megara was occasioned,
it would seem, merely by his easiness of temper and his plain manners.
This hostess having word brought her that the general of the Achaeans
was coming to her house in the absence of her husband, was all in
a hurry about providing his supper. Philopoemen, in an ordinary cloak,
arriving in this point of time, she took him for one of his own train
who had been sent on before, and bid him lend her his hand in her
household work. He forthwith threw off his cloak, and fell to cutting
up the firewood. The husband returning, and seeing him at it, "What,"
says he, "may this mean, O Philopoemen?" "I am," replied he in his
Doric dialect, "paying the penalty of my ugly looks." Titus Flamininus,
jesting with him upon his figure, told him one day he had well-shaped
hands and feet, but no belly: and he was indeed slender in the waist.
But this raillery was meant to the poverty of his fortune; for he
had good horse and foot, but often wanted money to entertain and play
them. These are common anecdotes told of Philopoemen. 

The love of honour and distinction was, in his character, not unalloyed
with feelings of personal rivalry and resentment. He made Epaminondas
his great example, and came not far behind him in activity, sagacity,
and incorruptible integrity; but his hot contentious temper continually
carried him out of the bounds of that gentleness, composure, and humanity
which had marked Epaminondas, and this made him thought a pattern
rather of military than of civil virtue. He was strongly inclined
to the life of a soldier even from his childhood, and he studied and
practised all that belonged to it, taking great delight in managing
of horses and handling of weapons. Because he was naturally fitted
to excel in wrestling, some of his friends and tutors recommended
his attention to athletic exercises. But he would first be satisfied
whether it would not interfere with his becoming a good soldier. They
told him, as was the truth, that the one life was directly opposite
to the other; the requisite state of body, the ways of living, and
the exercises all different: the professed athlete sleeping much and
feeding plentifully, punctually regular in his set times of exercise
and rest, and apt to spoil all by every little excess or breach of
his usual method; whereas the soldier ought to train himself in every
variety of change and irregularity, and, above all, to bring himself
to endure hunger and loss of sleep without difficulty. Philopoemen,
hearing this, not only laid by all thoughts of wrestling and contemned
it then, but when he came to be general, discouraged it by all marks
of reproach and dishonour he could imagine, as a thing which made
men, otherwise excellently fit for war, to be utterly useless and
unable to fight on necessary occasions. 

When he left off his masters and teachers, and began to bear arms
in the incursions which his citizens used to make upon the Lacedaemonians
for pillage and plunder, he would always march out the first and return
the last. When there was nothing to do, he sought to harden his body,
and make it strong and active by hunting, or labouring in his ground.
He had a good estate about twenty furlongs from the town, and thither
he would go every day after dinner and supper; and when night came,
throw himself upon the first mattress in his way, and there sleep
as one of the labourers. At break of day he would rise with the rest,
and work either in the vineyard or at the plough; from thence return
again to the town, and employ his time with his friends or the magistrates
in public business. What he got in the wars he laid out on horses,
or arms, or in ransoming captives; but endeavoured to improve his
own property the justest way, by tillage; and this not slightly, by
way of diversion, but thinking it his strict duty so to manage his
own fortune as to be out of the temptation of wronging others.

He spent much time on eloquence and philosophy, but selected his authors,
and cared only for those by whom he might profit in virtue. In Homer's
fictions his attention was given to whatever he thought apt to raise
the courage. Of all other books he was most devoted to the commentaries
of Evangelus on military tactics, and took delight, at leisure hours,
in the histories of Alexander; thinking that such reading, unless
undertaken for mere amusement and idle conversation, was to the purpose
for action. Even in speculations on military subjects it was his habit
to neglect maps and diagrams, and to put the theorems to practical
proof on the ground itself. He would be exercising his thoughts and
considering as he travelled, and arguing with those about him of the
difficulties of steep or broken ground, what might happen at rivers,
ditches, or mountain-passes, in marching in close or in open, in this
or in that particular form of battle. The truth is, he indeed took
an immoderate pleasure in military operations and in warfare, to which
he devoted himself, as the special means for exercising all sorts
of virtue, and utterly contemned those who were not soldiers, as drones
and useless in the commonwealth. 

When he was thirty years of age, Cleomenes, King of the Lacedaemonians,
surprised Megalopolis by night, forced the guards, broke in, and seized
the market-place. Philopoemen came out upon the alarm, and fought
with desperate courage, but could not beat the enemy out again; yet
he succeeded in effecting the escape of the citizens, who got away
while he made head against the pursuers, and amused Cleomenes, till,
after losing his horse and receiving several wounds, with much ado
he came off himself, being the last man in the retreat. The Megalopolitans
escaped to Messene, whither Cleomenes sent to offer them their town
and goods again. Philopoemen perceiving them to be only too glad at
the news, and eager to return, checked them with a speech, in which
he made them sensible, that what Cleomenes called restoring the city
was, rather, possessing himself of the citizens; and through their
means securing also the city for the future. The mere solitude would,
of itself, ere long force him away, since there was no staying to
guard empty houses and naked walls. These reasons withheld the Megalopolitans,
but gave Cleomenes a pretext to pillage and destroy a great part of
the city, and carry away a great booty. 

Awhile after King Antigonus coming down to succour the Achaeans, they
marched with their united forces against Cleomenes; who, having seized
the avenues, lay advantageously posted on the hills of Sellasia. Antigonus
drew up close by him, with a resolution to force him in his strength.
Philopoemen, with his citizens, was that day placed among the horse,
next to the Illyrian foot, a numerous body of bold fighters who completed
the line of battle, forming, together with the Achaeans, the reserve.
Their orders were to keep their ground, and not engage till from the
other wing, where the king fought in person, they should see a red
coat lifted up on the point of a spear. The Achaeans obeyed their
order and stood fast, but the Illyrians were led on by their commanders
to the attack. Euclides, the brother of Cleomenes, seeing the foot
thus severed from the horse, detached the best of his light-armed
men, commanding them to wheel about, and charge the unprotected Illyrians
in the rear. This charge putting things in confusion, Philopoemen,
considering those light-armed men would be easily repelled, went first
to the king's officers to make them sensible what the occasion required.
But they not minding what he said, but slighting him as a hare-brained
fellow (as indeed he was not yet of any repute sufficient to give
credit to a proposal of such importance), he charged with his own
citizens, at the first encounter disordered, and soon after put the
troops to flight with great slaughter. Then, to encourage the king's
army further, to bring them all upon the enemy while he was in confusion,
he quitted his horse, and fighting with extreme difficulty in his
heavy horseman's dress, in rough uneven ground, full of water-courses
and hollows, had both his thighs struck through with a thonged javelin.
It was thrown with great force, so that the head came out on the other
side, and made a severe, though not a mortal, wound. There he stood
awhile, as if he had been shackled, unable to move. The fastening
which joined the thong to the javelin made it difficult to get it
drawn out, nor would any about him venture to do it. But the fight
being now at the hottest, and likely to be quickly decided, he was
transported with the desire of partaking in it, and struggled and
strained so violently, setting one leg forward, the other back, that
at last he broke the shaft in two; and thus, got the pieces pulled
out. Being in this manner set at liberty, he caught up his sword,
and running through the midst of those who were fighting in the first
ranks, animated his men, and set them afire with emulation. Antigonus
after the victory asked the Macedonians, to try them, how it happened
the horse had charged without orders before the signal? They answering,
that they were against their wills forced to it by a young man of
Megalopolis, who had fallen in before his time: "This young man,"
replied Antigonus, smiling, "did like an experienced commander."

This, as was natural, brought Philopoemen into great reputation. Antigonus
was earnest to have him in his service, and offered him very advantageous
conditions, both as to command and pay. But Philopoemen, who knew
that his nature brooked not to be under another, would not accept
them; yet not enduring to live idle, and hearing of wars in Crete
for practice' sake he passed over thither. He spent some time among
those very warlike, and, at the same time, sober and temperate men,
improving much by experience in all sorts of service; and then returned
with so much fame that the Achaeans presently chose him commander
of the horse. These horsemen at that time had neither experience nor
bravery, it being the custom to take any common horses, the first
and cheapest they could procure, when they were to march; and on almost
all occasions they did not go themselves, but hired others in their
places, and stayed at home. Their former commanders winked at this,
because, it being an honour among the Achaeans to serve on horseback,
these men had great power in the commonwealth, and were able to gratify
or molest whom they pleased. Philopoemen, finding them in this condition,
yielded not to any such considerations, nor would pass it over as
formerly; but went himself from town to town, where, speaking with
the young men, one by one, he endeavoured to excite a spirit of ambition
and love of honour among them, using punishment also, where it was
necessary. And then by public exercises, reviews, and contests in
the presence of numerous spectators, in a little time he made them
wonderfully strong and bold, and, which is reckoned of greatest consequence
in military service, light and agile. With use and industry they grew
so perfect, to such a command of their horses, such a ready exactness
in wheeling round in their troops, that in any change of posture the
whole body seemed to move with all the facility and promptitude, and,
as it were, with the single will of one man. In the great battle which
they fought with the Aetolians and Eleans by the river Larissus, he
set them an example himself. Damophantus, general of the Elean horse,
singled out Philopoemen, and rode with full speed at him. Philopoemen
awaited his charge, and, before receiving the stroke, with a violent
blow of his spear threw him dead to the ground: upon whose fall the
enemy fled immediately. And now Philopoemen was in everybody's mouth,
as a man who in actual fighting with his own hand yielded not to the
youngest, nor in good conduct to the oldest, and there came not into
the field any better soldier or commander. 

Aratus, indeed, was the first who raised the Achaeans, inconsiderable
till then, into reputation and power, by uniting their divided cities
into one commonwealth, and establishing amongst them a humane and
truly Grecian form of government; and hence it happened, as in running
waters, where, when a few little particles of matter once stop, others
stick to them, and one part strengthening another, the whole becomes
firm and solid; so in a general weakness, when every city relying
only on itself, all Greece was giving way to an easy dissolution,
the Achaeans, first forming themselves into a body, and then drawing
in their neighbours round about, some by protection, delivering them
from their tyrants, others by peaceful consent and by naturalization,
designed at last to bring all Peloponnesus into one community. Yet
while Aratus lived, they depended much on the Macedonians, courting
first Ptolemy, then Antigonus and Philip, who all took part continually
in whatever concerned the affairs of Greece. But when Philopoemen
came to a command, the Achaeans, feeling themselves a match for the
most powerful of their enemies, declined foreign support. The truth
is, Aratus, as we have written in his life, was not of so warlike
a temper, but did most by policy and gentleness, and friendships with
foreign princes; but Philopoemen being a man both of execution and
command, a great soldier, and fortunate in his first attempts, wonderfully
heightened both the power and courage of the Achaeans, accustomed
to victory under his conduct. 

But first he altered what he found amiss in their arms and form of
battle. Hitherto they had used light, thin bucklers, too narrow to
cover the body, and javelins much shorter than pikes. By which means
they were skilful in skirmishing at a distance, but in a close fight
had much the disadvantage. Then in drawing their forces up for battle,
they were never accustomed to form in regular divisions; and their
line being unprotected either by the thick array of projecting spears
or by their shields, as in the Macedonian phalanx, where the soldiers
close and their shields touch, they were easily opened and broken.
Philopoemen reformed all this, persuading them to change the narrow
target and short javelin into a large shield and long pike; to arm
their heads, bodies, thighs, and legs; and instead of loose skirmishing,
fight firmly and foot to foot. After he had brought them all to wear
full armour, and by that means into the confidence of thinking themselves
now invincible, he turned what before had been idle profusion and
luxury into an honourable expense. For being long used to vie with
each other in their dress, and furniture of their houses, and service
of their tables, and to glory in outdoing one another, the disease
by custom was grown incurable, and there was no possibility of removing
it altogether. But he diverted the passion, and brought them, instead
of these superfluities, to love useful and more manly display, and
reducing their other expenses, to take delight in appearing magnificent
in their equipage of war. Nothing then was to be seen in the shops
but plate breaking up, or melting down, gilding of breastplate, and
studding bucklers and bits with silver; nothing in the places of exercise,
but horses managing, and young men exercising their arms; nothing
in the hands of the women, but helmets and crests of feathers to be
dyed, and military cloaks and riding-frocks to be embroidered; the
very sight of all which, quickening and raising their spirits, made
them contemn dangers, and feel ready to venture on any honourable
dangers. Other kinds of sumptuosity give us pleasure, but make us
effeminate; the tickling of the sense slackening the vigour of the
mind; but magnificence of this kind strengthens and heightens the
courage; as Homer makes Achilles at the sight of his new arms exulting
with joy, and on fire to use them. When Philopoemen had obtained of
them to arm, and set themselves out in this manner, he proceeded to
train them, mustering and exercising them perpetually; in which they
obeyed him with great zeal and eagerness. For they were wonderfully
pleased with their new form of battle, which being so knit and cemented
together, seemed almost incapable of being broken. And then their
arms, which for their riches and beauty they wore with pleasure, becoming
light and easy to them with constant use, they longed for nothing
more than to try them with an enemy, and fight in earnest.

The Achaeans at that time were at war with Machanidas, the tyrant
of Lacedaemon, who, having a strong army, watched all opportunities
of becoming entire master of Peloponnesus. When intelligence came
that he was fallen upon the Mantineans, Philopoemen forthwith took
the field, and marched towards him. They met near Mantinea, and drew
up in sight of the city. Both, besides the whole strength of their
several cities, had a good number of mercenaries in pay. When they
came to fall on, Machanidas, with his hired soldiers, beat the spearmen
and the Tarentines whom Philopoemen had placed in the front. But when
he should have charged immediately into the main battle, which stood
close and firm, he hotly followed the chase; and instead of attacking
the Achaeans, passed on beyond them, while they remained drawn up
in their place. With so untoward a beginning the rest of the confederates
gave themselves up for lost; but Philopoemen, professing to make it
a matter of small consequence, and observing the enemy's oversight,
who had thus left an opening in their main body, and exposed their
own phalanx, made no sort of motion to oppose them, but let them pursue
the chase freely, till they had placed themselves at a great distance
from him. Then seeing the Lacedaemonians before him deserted by their
horse, with their flanks quite bare, he charged suddenly, and surprised
them without a commander, and not so much as expecting an encounter,
as, when they saw Machanidas driving the beaten enemy before him,
they thought the victory already gained. He overthrew them with great
slaughter (they report above four thousand killed in the place), and
then faced about against Machanidas, who was returning with his mercenaries
from the pursuit. There happened to be a broad deep ditch between
them, alongside of which both rode their horses for a while, the one
trying to get over and fly, the other to hinder him. It looked less
like the contest between two generals than like the last defence of
some wild beast brought to bay by the keen huntsman Philopoemen, and
forced to fight for his life. The tyrant's horse was mettled and strong;
and feeling the bloody spurs in his sides, ventured to take the ditch.
He had already so far reached the other side, as to have planted his
fore-feet upon it, and was struggling to raise himself with these,
when Simmias and Polyaenus, who used to fight by the side of Philopoemen,
came up on horseback to his assistance. But Philopoemen, before either
of them, himself met Machanidas; and perceiving that the horse with
his head high reared covered his master's body, turned his own a little,
and holding his javelin by the middle, drove it against the tyrant
with all his force, and tumbled him dead into the ditch. Such is the
precise posture in which he stands at Delphi in the brazen statue
which the Achaeans set up of him, in admiration of his valour in this
single combat, and conduct during the whole day. 

We are told that at the Nemean games, a little after this victory,
Philopoemen being then general the second time, and at leisure on
the occasion of the solemnity, first showed the Greeks his army drawn
up in full array as if they were to fight, and executed with it all
the manoeuvres of a battle with wonderful order, strength, and celerity.
After which he went into the theatre, while the musicians were singing
for the prize, followed by the young soldiers in their military cloaks
and their scarlet frocks under their armour, all in the very height
of bodily vigour, and much alike in age, showing a high respect to
their general; yet breathing at the same time a noble confidence in
themselves, raised by success in many glorious encounters. Just at
their coming in, it so happened that the musician Pylades, with a
voice well suited to the lofty style of poet, was in the act of commencing
the Persians of Timotheus- 

"Under his conduct Greece was glorious and was free." The whole theatre
at once turned to look at Philopoemen, and clapped with delight; their
hopes venturing once more to return to their country's former reputation;
and their feelings almost rising to the height of their ancient spirit.

It was with the Achaeans as with young horses, which go quietly with
their usual riders, but grow unruly and restive under strangers. The
soldiers, when any service was in hand, and Philopoemen not at their
head, grew dejected and looked about for him; but if he once appeared,
came presently to themselves, and recovered their confidence and courage,
being sensible that this was the only one of their commanders whom
the enemy could not endure to face; but, as appeared in several occasions,
were frighted with his very name. Thus we find that Philip, King of
Macedon, thinking to terrify the Achaeans into subjection again, if
he could rid his hands of Philopoemen, employed some persons privately
to assassinate him. But the treachery coming to light, he became infamous,
and lost his character through Greece. The Boeotians besieging Megara,
and ready to carry the town by storm, upon a groundless rumour that
Philopoemen was at hand with succour, ran away, and left their scaling
ladders at the wall behind them. Nabis (who was tyrant of Lacedaemon
after Machanidas) had surprised Messene at a time when Philopoemen
was out of command. He tried to persuade Lysippus, then general of
the Achaeans, to succour Messene: but not prevailing with him, because,
he said, the enemy being now within it, the place was irrecoverably
lost, he resolved to go himself, without order or commission, followed
merely by his own immediate fellow-citizens, who went with him as
their general by commission from nature, which had made him fittest
to command. Nabis, hearing of his coming, thought it not convenient
to stay; but stealing out of the furthest gate with his men, marched
away with all the speed he could, thinking himself a happy man if
he could get off with safety. And he did escape but Messene was rescued.

All hitherto makes for the praise and honour of Philopoemen. But when
at the request of the Gortynians he went away into Crete to command
for them, at a time when his own country was distressed by Nabis,
he exposed himself to the charge of either cowardice, or unseasonable
ambition of honour amongst foreigners. For the Megalopolitans were
then so pressed, that, the enemy being master of the field and encamping
almost at their gates, they were forced to keep themselves within
their walls, and sow their very streets. And in the meantime, across
the seas, waging war and commanding in chief in a foreign nation,
furnished his ill-wishers with matter enough for their reproaches.
Some said he took the offer of the Gortynians, because the Achaeans
chose other generals, and left him but a private man. For he could
not endure to sit still, but looking upon war and command in it as
his great business, always coveted to be employed. And this agrees
with what he once aptly said of King Ptolemy. Somebody was praising
him for keeping his army and himself in an admirable state of discipline
and exercise: "And what praise," replied Philopoemen, "for a king
of his years, to be always preparing, and never performing?" However,
the Megalopolitans, thinking themselves betrayed, took it so ill that
they were about to banish him. But the Achaeans put an end to that
design by sending their general, Aristaeus, to Megalopolis, who, though
he were at difference with Philopoemen about affairs of the commonwealth,
yet would not suffer him to be banished. Philopoemen finding himself
upon this account out of favour with his citizens, induced divers
of the little neighbouring places to renounce obedience to them, suggesting
to them to urge that from the beginning they were not subject to their
taxes or laws, or any way under their command. In these pretences
he openly took their part, and fomented seditious movements amongst
the Achaeans in general against Megalopolis. But these things happened
a while after. 

While he stayed in Crete, in the service of the Gortynians, he made
war not like a Peloponnesian and Arcanian, fairly in the open field,
but fought with them at their own weapon, and turning their stratagems
and tricks against themselves, showed them they played craft against
skill, and were but children to an experienced soldier. Having acted
here with great bravery, and great reputation to himself, he returned
into Peloponnesus, where he found Philip beaten by Titus Quintius,
and Nabis at war both with the Romans and Achaeans. He was at once
chosen general against Nabis but venturing to fight by sea, met, like
Epaminondas, with a result very contrary to the general expectation
and his own former reputation. Epaminondas, however, according to
some statements, was backward by design, unwilling to give his countrymen
an appetite for the advantages of the sea, lest from good soldiers
they should by little and little turn, as Plato says, to ill mariners.
And therefore he returned from Asia and the Islands without doing
anything, on purpose. Whereas Philopoemen, thinking his skill in land-service
would equally avail at sea, learned how great a part of valour experience
is, and how much it imparts in the management of things to be accustomed
to them. For he was not only put to the worst in the fight for want
of skill, but having rigged up an old ship, which had been a famous
vessel forty years before, and shipped his citizens in her, she foundering,
he was in danger of losing them all. But finding the enemy, as if
he had been driving out of the sea, had, in contempt of him besieged
Gythium, he presently set sail again, and taking them unexpectedly,
dispersed and careless after their victory, landed in the night, burnt
their camp, and killed a great number. 

A few days after, as he was marching through a rough country, Nabis
came suddenly upon him. The Achaeans were dismayed, and in such difficult
ground where the enemy had secured the advantage, despaired to get
off with safety. Philopoemen made a little halt, and, viewing the
ground, soon made it appear that the one important thing in war is
skill in drawing up an army. For by advancing only a few paces, and,
without any confusion or trouble, altering his order according to
the nature of the place, he immediately relieved himself from every
difficulty, and then charging, put the enemy to flight. But when he
saw they fled, not towards the city, but dispersed every man a different
way all over the field, which for wood and hills, brooks and hollows,
was not passable by horse, he sounded a retreat, and encamped by broad
daylight. Then foreseeing the enemy would endeavour to steal scatteringly
into the city in the dark, he posted strong parties of the Achaeans
all along the watercourses and sloping ground near the walls. Many
of Nabis's men fell into their hands. For returning not in a body,
but as the chance of flight had disposed of every one, they were caught
like birds ere they could enter into the town. 

These actions obtained him distinguished marks of affection and honour
in all the theatres of Greece, but not without the secret ill-will
of Titus Flamininus, who was naturally eager for glory, and thought
it but reasonable a consul of Rome should be otherwise esteemed by
the Achaeans than a common Arcadian; especially as there was no comparison
between what he and what Philopoemen had done for them, he having
by one proclamation restored all Greece, as much as had been subject
to Philip and the Macedonians, to liberty. After this, Titus made
peace with Nabis, and Nabis was circumvented and slain by the Aetolians.
Things being then in confusion at Sparta, Philopoemen laid hold of
the occasion, and coming upon them with an army, prevailed with some
by persuasion, with others by fear, till he brought the whole city
over to the Achaeans. As it was no small matter for Sparta to become
a member of Achaea, this action gained him infinite praise from the
Achaeans, for having strengthened their confederacy by the addition
of so great and powerful a city, and not a little good-will from the
nobility of Sparta itself, who hoped they had now procured an ally
who would defend their freedom. Accordingly, having raised a sum of
one hundred and twenty silver talents by the sale of the house and
goods of Nabis, they decreed him the money, and sent a deputation
in the name of the city to present it. But here the honesty of Philopoemen
showed itself clearly to be a real, uncounterfeited virtue. For, first
of all, there was not a man among them who would undertake to make
him this offer of a present, but every one excusing himself, and shifting
it off upon his fellow, they laid the office at last on Timolaus,
with whom he had lodged at Sparta. Then Timolaus came to Megalopolis,
and was entertained by Philopoemen; but struck into admiration with
the dignity of his life and manners, and the simplicity of his habits,
judging him to be utterly inaccessible to any such considerations,
he said nothing, but pretending other business, returned without a
word mentioned of the present. He was sent again, and did just as
formerly. But the third time with much ado, and faltering in his words,
he acquainted Philopoemen with the good-will of the city of Sparta
to him. Philopoemen listened obligingly and gladly; and then went
himself to Sparta, where he advised them, not to bribe good men and
their friends, of whose virtue they might be sure without charge to
themselves; but to buy off and silence ill citizens, who disquieted
the city with their seditious speeches in the public assemblies; for
it was better to bar liberty of speech in enemies than friends. Thus
it appeared how much Philopoemen was above bribery. 

Diophanes being afterwards general of the Achaeans, and hearing the
Lacedaemonians were bent on new commotions, resolved to chastise them;
they, on the other side, being set upon war, were embroiling all Peloponnesus.
Philopoemen on this occasion did all he could to keep Diophanes quiet
and to make him sensible that as the times went, while Antiochus and
the Romans were disputing their pretensions with vast armies in the
heart of Greece, it concerned a man in his position to keep a watchful
eye over them, and dissembling, and putting up with any less important
grievances, to preserve all quiet at home. Diophanes would not be
ruled, but joined with Titus, and both together falling into Daconia,
marched directly to Sparta. Philopoemen, upon this, took, in his indignation,
a step which certainly was not lawful, nor in the strictest sense
just, but boldly and loftily conceived. Entering into the town himself,
he, a private man as he was, refused admission to both the consul
of Rome and the general of the Achaeans, quieted the disorders in
the city, and reunited it on the same terms as before to the Achaean

Yet afterwards, when he was general himself, upon some new misdemeanour
of the Lacedaemonians, he brought back those who had been banished,
put, as Polybius writes, eighty, according to Aristocrates three hundred
and fifty, Spartans to death, razed the walls, took away a good part
of their territory and transferred it to the Megalopolitans, forced
out of the country and carried into Achaea all who had been made citizens
of Sparta by tyrants, except three thousand who would not submit to
banishment. These he sold for slaves, and with the money, as if to
exult over them, built a colonnade at Megalopolis. Lastly, unworthily
trampling upon the Lacedaemonians in their calamities, and gratifying
his hostility by a most oppressive and arbitrary action, he abolished
the laws of Lycurgus, and forced them to educate their children and
live after the manner of the Achaeans; as though, while they kept
to the discipline of Lycurgus, there was no humbling their haughty
spirits. In their present distress and adversity they allowed Philopoemen
thus to cut the sinews of their commonwealth asunder, and behave themselves
humbly and submissively. But afterwards, in no long time, obtaining
the support of the Romans, they abandoned their new Achaean citizenship;
and as much as in so miserable and ruined a condition they could,
re-established their ancient discipline. 

When the war betwixt Antiochus and the Romans broke out in Greece,
Philopoemen was a private man. He repined grievously when he saw Antiochus
lay idle at Chalcis, spending his time in unreasonable courtship and
weddings, while his men lay dispersed in several towns, without order,
or commanders, and minding nothing but their pleasures. He complained
much that he was not himself in office, and said he envied the Romans
their victory; and that if he had had the fortune to be then in command,
he would have surprised and killed the whole army in the taverns.

When Antiochus was overcome, the Romans pressed harder upon Greece,
and encompassed the Achaeans with their power; the popular leaders
in the several cities yielded before them; and their power speedily,
under the divine guidance, advanced to the consummation due to it
in the revolutions of fortune. Philopoemen, in this conjecture, carried
himself like a good pilot in a high sea, sometimes shifting sail,
and sometimes yielding, but still steering steady; and omitting no
opportunity nor effort to keep all who were considerable, whether
for eloquence or riches, fast to the defence of their common liberty.

Aristaenus, a Megalopolitan of great credit among the Achaeans, but
always a favourer of the Romans, saying one day in the senate that
the Romans should not be opposed, or displeased in any way, Philopoemen
heard him with an impatient silence; but at last, not able to hold
longer, said angrily to him, "And why be in such haste, wretched man,
to behold the end of Greece?" Manius, the Roman consul, after the
defeat of Antiochus, requested the Achaeans to restore the banished
Lacedaemonians to their country, which motion was seconded and supported
by all the interest of Titus. But Philopoemen crossed it, not from
ill-will to the men, but that they might be beholden to him and the
Achaeans, not to Titus and the Romans. For when he came to be general
himself, he restored them. So impatient was his spirit of any subjection
and so prone his nature to contest everything with men in power.

Being now three score and ten, and the eighth time general, he was
in hope to pass in quiet, not only the year of his magistracy, but
his remaining life. For as our diseases decline, as it is supposed
with our declining bodily strength, so the quarrelling humour of the
Greeks abated much with their failing political greatness. But fortune
or some divine retributive power threw him down in the close of his
life, like a successful runner who stumbles at the goal. It is reported,
that being in company where one was praised for a great commander,
he replied, there was no great account to be made of a man who had
suffered himself to be taken alive by his enemies. 

A few days after, news came that Dinocrates the Messenian, a particular
enemy to Philopoemen, and for his wickedness and villainies generally
hated, had induced Messene to revolt from the Achaeans, and was about
to seize upon a little place called Colonis. Philopoemen lay then
sick of a fever at Argos. Upon the news he hasted away, and reached
Megalopolis, which was distant above four hundred furlongs, in a day.
From thence he immediately led out the horse, the noblest of the city,
young men in the vigour of their age, and eager to proffer their service,
both from attachment to Philopoemen and zeal for the cause. As they
marched towards Messene, they met with Dinocrates, near the hill of
Evander, charged and routed him. But five hundred fresh men, who,
being left for a guard to the country, came in late, happening to
appear, the flying enemy rallied again about the hills. Philopoemen,
fearing to be enclosed, and solicitous for his men, retreated over
ground extremely disadvantageous, bringing up the rear himself. As
he often faced, and made charges upon the enemy, he drew them upon
himself; though they merely made movements at a distance, and shouted
about him, nobody daring to approach him. In his care to save every
single man, he left his main body so often, that at last he found
himself alone among the thickest of his enemies. Yet even then none
durst come up to him, but being pelted at a distance, and driven to
stony steep places, he had great difficulty, with much spurring, to
guide his horse aright. His age was no hindrance to him, for with
perpetual exercise it was both strong and active; but being weakened
with sickness, and tired with his long journey, his horse stumbling,
he fell encumbered with his arms, and faint, upon a hard and rugged
piece of ground. His head received such a shock with the fall that
he lay awhile speechless, so that the enemy, thinking him dead, began
to turn and strip him. But when they saw him lift up his head and
open his eyes, they threw themselves all together upon him, bound
his hands behind him, and carried him off, every kind of insult and
contumely being lavished on him who truly had never so much as dreamed
of being led in triumph by Dinocrates. 

The Messenians, wonderfully elated with the news, thronged in swarms
to the city gates. But when they saw Philopoemen in a posture so unsuitable
to the glory of his great actions and famous victories, most of them,
struck with grief and cursing the deceitful vanity of human fortune,
even shed tears of compassion at the spectacle. Such tears by little
and little turned to kind words, and it was almost in everybody's
mouth that they ought to remember what he had done for them, and how
he had preserved the common liberty, by driving away Nabis. Some few,
to make their court to Dinocrates, were for torturing and then putting
him to death as a dangerous and irreconcilable enemy; all the more
formidable to Dinocrates, who had taken him a prisoner, should he
after this misfortune regain his liberty. They put him at last into
a dungeon underground, which they called the treasury, a place into
which there came no air nor light from abroad; and which, having no
doors, was closed with a great stone. This they rolled into the entrance
and fixed, and placing a guard about it, left him. In the meantime
Philopoemen's soldiers, recovering themselves after their flight,
and fearing he was dead when he appeared nowhere, made a stand, calling
him with loud cries, and reproaching one another with their unworthy
and shameful escape; having betrayed their general, who, to preserve
their lives, had lost his own. Then returning after much inquiry and
search, hearing at last that he was taken they sent away messengers
round about with the news. The Achaeans resented the misfortune deeply,
and decreed to send and demand him; and in the meantime drew their
army together for his rescue. 

While these things passed in Achaea, Dinocrates, fearing that any
delay would save Philopoemen, and resolving to be beforehand with
the Achaeans, as soon as night had dispersed the multitude, sent in
the executioner with poison, with orders not to stir from him till
he had taken it. Philopoemen had then laid down, wrapt up in his cloak,
not sleeping, but oppressed with grief and trouble; but seeing light,
and a man with poison by him, struggled to sit up; and, taking the
cup, asked the man if he heard anything of the horsemen, particularly
Lycortas? The fellow answering, that most part had got off safe, he
nodded, and looking cheerfully upon him, "It is well," he said, "that
we have not been every way unfortunate;" and without a word more,
drank it off, and laid him down again. His weakness offering but little
resistance to the poison, it despatched him presently. 

The news of his death filled all Achaea with grief and lamentation.
The youth, with some of the chief of the several cities, met at Megalopolis
with a resolution to take revenge without delay. They chose Lycortas
general, and falling upon the Messenians, put all to fire and sword,
till they all with one consent made their submission. Dinocrates,
with as many as had voted for Philopoemen's death, anticipated their
vengeance and killed themselves. Those who would have had him tortured,
Lycortas put in chains and reserved for severer punishment. They burnt
his body, and put the ashes into an urn, and then marched homeward,
not as in an ordinary march, but with a kind of solemn pomp, half
triumph, half funeral, crowns of victory on their heads, and tears
in their eyes, and their captive enemies in fetters by them. Polybius,
the general's son, carried the urn, so covered with garlands and ribbons
as scarcely to be visible; and the noblest of the Achaeans accompanied
him. The soldiers followed fully armed and mounted, with looks neither
altogether sad as in mourning, nor lofty as in victory. The people
from all towns and villages in their way flocked out to meet him,
as at his return from conquest, and, saluting the urn, fell in with
the company and followed on to Megalopolis; where, when the old men,
the women and children were mingled with the rest, the whole city
was filled with sighs, complaints and cries, the loss of Philopoemen
seeming to them the loss of their own greatness, and of their rank
among the Achaeans. Thus he was honourably buried according to his
worth, and the prisoners were stoned about his tomb. 

Many statues were set up, and many honours decreed to him by the several
cities. One of the Romans in the time of Greece's affliction, after
the destruction of Corinth, publicly accusing Philopoemen, as if he
had been still alive, of having been the enemy of Rome, proposed that
these memorials should be all removed. A discussion ensued, speeches
were made, and Polybius answered the sycophant at large. And neither
Mummius nor the lieutenants would suffer the honourable monuments
of so great a man to be defaced, though he had often crossed both
Titus and Manius. They justly distinguished, and as became honest
men, betwixt usefulness and virtue- what is good in itself, and what
is profitable to particular parties- judging thanks and reward due
to him who does a benefit from him who receives it, and honour never
to be denied by the good to the good. And so much concerning Philopoemen.



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