Such were the occurrences of the winter. In the beginning of spring, Quinctius, having summoned Attalus to Elatia, and being anxious to bring under his authority the nation of the Boeotians, who had until then been wavering in their dispositions, marched through Phocis, and pitched his camp at the distance of five miles from Thebes, the capital of Boeotia. Next day, attended by one company of soldiers, and by Attalus, together with the ambassadors, who had come to him in great numbers from all quarters, he proceeded towards the city, having ordered the spearmen of two legions, being two thousand men, to follow him at the distance of a mile. About midway, Antiphilus, praetor of the Boeotians, met him: the rest of the people stood on the walls, watching the arrival of the king and the Roman general. Few arms and few soldiers appeared around them--the hollow roads, and the valleys concealing from view the spearmen, who followed at a distance. When Quinctius drew near the city, he slackened his pace, as if with intention to salute the multitude, who came out to meet him; but the real motive of his delaying was, that the spearmen might come up. The townsmen pushed forward, in a crowd, before the lictors, not perceiving the band of soldiers who were following them close, until they arrived at the general's quarters. Then, supposing the city betrayed and taken, through the treachery of Antiphilus, their praetor, they were all struck with astonishment and dismay. It was now evident that no room was left to the Boeotians for a free discussion of measures in the assembly, which was summoned for the following day. However, they concealed their grief, which it would have been both vain and unsafe to have discovered.
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When the assembly met, Attalus first rose to speak, and he began his discourse with a recital of the kindnesses conferred by his ancestors and himself on the Greeks in general, and on the Boeotians in particular. But, being now too old and infirm to bear the exertion of speaking in public, he lost his voice and fell; and for some time, while they were carrying him to his apartments, (for he was deprived of the use of one half of his limbs,) the proceedings of the assembly were for a short time suspended. Then Aristaenus spoke on the part of the Achaeans, and was listened to with the greater attention, because he recommended to the Boeotians no other measures than those which he had recommended to the Achaeans. A few words were added by Quinctius, extolling the good faith rather than the arms and power of the Romans. A resolution was then proposed, by Dicaearchus of Plataea, for forming a treaty of friendship with the Roman people, which was read; and no one daring to offer any opposition, it was received and passed by the suffrages of all the states of Boeotia. When the assembly broke up, Quinctius made no longer stay at Thebes than the sudden accident to Attalus made necessary. When it appeared that the force of the disorder had not brought the king's life into any immediate danger, but had only occasioned a weakness in his limbs, he left him there, to use the necessary means for recovery, and returned to Elatia, from whence he had come. Having now brought the Boeotians, as formerly the Achaeans, to join in the confederacy, while all places were left behind him in a state of tranquillity and safety, he bent his whole attention towards Philip, and the remaining business of the war.
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Philip, on his part, as his ambassadors had brought no hopes of peace from Rome, resolved, as soon as spring began, to levy soldiers through every town in his dominions: but he found a great scarcity of young men; for successive wars, through several generations, had very much exhausted the Macedonians, and, even in the course of his own reign great numbers had fallen, in the naval engagements with the Rhodians and Attalus, and in those on land with the Romans. Mere youths, therefore, from the age of sixteen, were enlisted; and even those who had served out their time, provided they had any remains of strength, were recalled to their standards. Having, by these means, filled up the numbers of his army about the vernal equinox, he drew together all his forces to Dius: he encamped them there in a fixed post; and, exercising the soldiers every day, waited for the enemy. About the same time Quinctius left Elatia, and came by Thronium and Scarphea to Thermopylae. There he held an assembly of the Aetolians, which had been summoned to meet at Heraclea, to determine with what number of auxiliaries they should follow the Roman general to the war. On the third day, having learned the determination of the allies, he proceeded from Heraclea to Xyniae; and, pitching his camp on the confines between the Aenians and Thessalians, waited for the Aetolian auxiliaries. The Aetolians occasioned no delay. Six hundred foot and four hundred horse, under the command of Phaeneas, speedily joined him; and then Quinctius, to show plainly what he had waited for, immediately decamped. On passing into the country of Phthiotis, he was joined by five hundred Cretans of Gortynium, whose commander was Cydantes, with three hundred Apollonians, armed nearly in the same manner; and not long after, by Amynander, with one thousand two hundred Athamanian foot.
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