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ceeded in securing the supremacy for the latter city. Of the history of his exploits in Crete, we are not informed ; but we know that he added to his military reputation by his foreign campaigns, and accordingly on his return to his native country, in b.c. 210, he was at once appointed commander of the Achaean cavalry. He immediately introduced great-reforms into this branch of the service, which, as well as the rest of the Achaean army, was in a miserable condition. Instead of allowing the wealthy citizens to send ineffective substitutes, he induced the young men of the higher class to serve in person, and by his personal influence and his judicious training soon formed them into-an effective and well-disciplined body. At the head of his cavalry, Philopoemen accompanied Philip in b. c. 209, in his expedition against Elis, and, as usual, distinguished himself by his bravery. In an engagement near the borders of Elis and Achaia, he slew the Elean commander Demophantus with his own hand.
In b. c. 208, Philopoemen was elected strategus, or general of the Achaean league. The reforms \vhich he had introduced with so much success in the cavalry, encouraged him to make still greater changes in the main body of the Achaean army. He discontinued the use of the light arms which the Achaean soldiers had hitherto used, and substituted in their place heavy armour, long spears, and large shields ; at the same time he trained them in the Macedonian tactics, and accustomed them to the close array of the phalanx. The influence which he had acquired over his countrymen was now so great that he infused into them all a martial spirit, and led them to display in their arms and military equipments that love of pomp and splendour, which had been formerly exhibited in their furniture and private dwellings. There never was seen a more striking instance of the power of a master mind; in the course of a few months he transformed a luxurious people into a nation of soldiers, confident in their general, and eager to meet the foe. The Achaeans were at that time at war with Machanidas, tyrant of Lacedae-mon ; and after eight months' careful training Philopoemen advanced against the enemy. Machanidas entered Arcadia, expecting to ravage it, as. usual, without opposition ; but upon reaching Tegea he was equally pleased and surprised to hear that the Achaean army was drawn up at Mantineia. He accordingly hastened forward, in full expectation of a complete victory. The battle was fought in the neighbourhood of Mantineia; the Spartans were utterly defeated, and Machanidas fell by the hand of Philopoemen himself, [machanidas.] This last victory raised the fame of Philopoemen to its highest point ; and in the Nemean festival, which next followed, being a second time general of the league, he was hailed by the assembled Greeks as the liberator of their country. He had now to a great extent rendered the Achaeans independent of Macedonia, and had therefore incurred the hatred of Philip, who attempted to remove him by assassination, as he had Aratus ; but his treachery was discovered in time, and brought down upon him the hatred and contempt of the Greeks.
das in the tyranny of Sparta, had by the most infamous means acquired a dangerous and formidable power. Encouraged by the impunity with which he had been allowed to perpetrate his abominable crimes, he at last ventured upon greater undertakings. Accordingly, in b. c. 202 he surprised Messene, and took possession of the town, though he was at the time in alliance with the Messenians. Philopoemen, who at that time held no office, endeavoured to persuade Lysippus, who was then general of the league, to march to the assistance of Messene ; but as he could not prevail upon Lysippus to make any movement, he gathered together some troops by his private influence, and led them against Nabis, who evacuated the town at his approach, and hastily retired into Laconia. This daring attempt of the robber chief of Sparta roused the Achaeans to the necessity of prompt measures for the purpose of repressing his incursions, and they accordingly elected Philopoemen general of the league in b. c. 201. The military skill of Philopoemen soon gave Nabis a severe chastisement. He drew the mercenaries of the tyrant into an ambush on the borders of Laconia, at a place called Scotitas, and defeated them with great slaughter. Philopoemen was succeeded in his office by Cycliades, who was regarded as a partizan of Philip ; and it was probably this reason, as Thirlwall has suggested, which induced Philopoemen to take another voyage to Crete, and assume the command of the forces of Gortyna, which had been offered him by the inhabitants of that town. His absence encouraged Nabis to renew his attacks upon Megalopolis, and he reduced the citizens to such distress, that they were compelled to sow corn in the open spaces within the city to avoid starvation. Philopoemen did not return to the Peloponnesus till b.c. 194. The Megalopoli-tans were so incensed against him on account of his leaving them at a time when his services were so much needed, that they nearly passed a decree depriving him of the citizenship, and were only prevented from doing so by the interposition of Aristaenus, the general of the league. But the great mass of the Achaeans gladly welcomed him back again, and made him general of the league in b.c. 192. During his absence in Crete, the Romans had conquered both Philip and Nabis, and had proclaimed the independence of Greece. But as soon as Flamininus had left Greece, the Aeto-lians invited Nabis to commence hostilities again. The tyrant, nothing loth, forthwith proceeded to attack Gythium and the other maritime towns of Laconia, and made incursions into the territories of the Achaeans. At first the Achaeans would not take up arms, and sent an embassy to Rome to learn the senate's pleasure ; but the danger of Gythium at length became so pressing, that they commanded Philopoemen to relieve the town at once. His attempt to effect this by sea failed, in consequence of the inefficiency of his fleet, and the town was taken by assault on the very day that Philopoemen began to march against Sparta in order to create a diversion by land. Nabis having information of the movements of Philopoemen, took possession of a pass, through which the latter had to march ; but although Philopoemen was thus taken by surprise, he extricated himself from his dangerous position by a skilful manoeuvre, and defeated the forces of the tyrant with such slaughter, that scarcely a fourth part was believed to have reached home.