At their first coming they at once possessed themselves of all that country which anciently the Tuscans inhabited, reaching from the Alps to both the seas, as the names themselves testify; for the North of Adriatic Sea is named from the Tuscan city Adria, and that to the south the Tuscan Sea simply. The whole country is rich in fruit trees, has excellent pasture, and is well watered with river. It had eighteen large and beautiful cities, well provided with all the means for industry and wealth, and all the enjoyments and pleasures of life. The Gauls cast out the Tuscans, and seated themselves in them.

The Gauls at this time were besieging Clusium, a Tuscan city. The Clusinians sent to the Romans for succor, desiring them to interpose with the barbarians by letters and ambassadors. The Romans, perceiving that Brennus, the leader of the Gauls, was not to be treated with, went into Clusium and encouraged the inhabitants to make a sally with them upon the barbarians, which they did either to try their strength or to show their own. The sally being made, and the fight growing hot about the walls, one of the Fabii, Quintus Ambustus, who had come as an ambassador, being well mounted, and setting spurs to his horse, made full against a Gaul, a man of huge bulk and stature, whom he saw riding out at a distance from the rest. At the first he was not recognized, through the quickness of the conflict and the glittering of the armor, that precluded any view of him; but when he had overthrown the Gaul, and was going to gather the spoils, Brennus knew him; and invoking the gods to be witnesses that, contrary to the known and common law of nations, which is holily observed by all mankind, he who had come as an ambassador had now engaged in hostility against him, he drew off his men, and, bidding Clusium farewell, led his army directly against Rome.

Whilst the barbarians were hastening with all speed, the military tribunes brought the Romans into the field to be ready to engage them, being not inferior to the Gauls in number (for they were no less than forty thousand foot), but most of them raw soldiers, and such as had never handled a weapon before. Besides, they had wholly neglected all religious usages, had not obtained favorable sacrifices, nor made inquiries of the prophets, natural in danger and before battle. No less did the multitude of commanders distract and confound their proceedings; frequently before, upon less occasions, they had chosen a single leader, with the title of dictator, being sensible of what great importance it is in critical times to have the solders united under one general with the entire and absolute control placed in his hands. Add to all, the remembrance of Camillus's treatment, which made it now seem a dangerous thing for officers to command without humoring their solders. In this condition they left the city, and encamped by the river Allia, about ten miles from Rome, and not far from the place where it falls into the Tiber; and here the Gauls came upon them, and, after a disgraceful resistance, devoid of order and discipline, they were miserably defeated. The left wing was immediately driven into the river, and there destroyed; the right had less damage by declining the shock, and from the low ground getting to the tops of the hills, from whence most of them afterwards dropped into the city; the rest, as many as escaped, the enemy being weary of the slaughter, stole by night to Veii, giving up Rome and all that was in it for lost.

This battle was fought about the summer solstice, the moon being at full, the very same day in which the sad disaster of the Fabii had happened, when three hundred of that name were at one time cut off by the Tuscans.

And now, after the battle, had the Gauls immediately pursued those that fled, there had been no remedy but Rome must have wholly been ruined, and all those who remained in it utterly destroyed; such was the terror that those who escaped the battle brought with them into the city, and with such distraction and confusion were they themselves in turn infected. But the Gauls, not imagining their victory to be so considerable, and overtaken with the present joy, fell to feasting and dividing the spoil, by which means they gave leisure to those who were for leaving the city to make their escape, and to those that remained, to anticipate and prepare for their coming.

On the third day after the battle, Brennus appeared with his army at the city, and, finding the gates wide open and no guards upon the walls, first began to suspect it was some design or stratagem, never dreaming that the Romans were in so desperate a condition. But when he found it to be so indeed, he entered at the Colline gate, and took Rome, in the three hundred and sixtieth year, or a little more, after it was built.

Brennus having taken possession of Rome, set a strong guard about the Capitol, and, going himself down into the forum, was there struck with amazement at the sight of so many men sitting in such order and silence, observing that they neither rose at his coming, nor so much as changed color or countenance, but remained without fear or concern, leaning upon their staves, and sitting quietly, looking at each other. The Gauls, for a great while, stood wondering at the strangeness of the sight, not daring to approach or touch them, taking them for an assembly of superior beings. But when one, bolder than the rest, drew near to Marcus Papirius, and, putting forth his hand, gently touched his chin and stroked his long beard, Papirius with his staff struck him a severe blow on the head; upon which the barbarian drew his sword and slew him. This was the introduction to the slaughter; for the rest, following his example, set upon them all and killed them, and dispatched all others that came in their way; and so went on to the sacking and pillaging of the houses, which they continued for many days ensuing.

Camillus then sojourned in the city of Ardea, having, ever since his leaving Rome, sequestered himself from all business, and taken to a private life; but now he began to rouse up himself, and consider not how to avoid or escape the enemy, but to find out an opportunity to be revenged upon them. And perceiving that the Ardeatians wanted not men, but rather enterprise, through the inexperience and timidity of their officers, he began to speak with the young men, first to the effect that they ought not to ascribe the misfortune of the Romans to the courage of their enemy, nor attribute the losses they sustained by rash counsel to the conduct of men who had no title to victory: the event had been only an evidence of the power of fortune. When he found the young men embraced the thing, he went to the magistrates and council of the city, and, having persuaded them also, he mustered all that could bear arms, and drew them up within the the walls, that they might not be perceived by the enemy, who was near; who, having scoured the country, and now returned heavy laden with booty, lay encamped in the plains in a careless and negligent posture, so that, with the night ensuing upon debauch and drunkenness, silence prevailed through all the camp. When Camillus learned this from his scouts, he drew out the Ardeatians, and in the dead of the night, passing in silence over the ground that lay between, came up to their works, and, commanding his trumpets to sound and his men to shout and halloo, he struck terror into them from all quarters; while drunkenness impeded and sleep retarded their movements. A few whom fear had sobered, getting into some order, for awhile resisted; and so died with their weapons in their hands. But the greatest part of them, buried in wine and sleep, were surprised without their arms, and dispatched; and as many of them as by the advantage of the night got out of the camp were the next day found scattered abroad and wandering in the fields, and were picked up by the horse that pursued them.

The fame of this action soon flew through the neighboring cities, and stirred up the young men from various quarters to come and join themselves with him. But none were so much concerned as those Romans who escaped in the battle of Allia, and were now at Veii, thus lamenting with themselves, "O heavens, what a commander has Providence bereaved Rome of, to honor Ardea with his actions! And that city, which brought forth and nursed so great a man, is lost and gone, and we, destitute of a leader and shut up within strange walls, sit idle, and see Italy ruined before our eyes. Come, let us send to the Ardeatians to have back our general, or else, with weapons in our hands, let us go thither to him." To this they all agreed, and sent to Camillus to desire him to take the command; but he answered that he would not until they that were in the Capitol should legally appoint him. When this answer was returned, they admired the modesty and tempter of Camillus; but they could not tell how to find a messenger to carry the intelligence to the Capitol, or rather, indeed, it seemed altogether impossible for any one to get to the citadel whilst the enemy was in full possession of the city. But among the young men there was one Pontius Cominius, of ordinary birth, but ambitious of honor, who proffered himself to run the hazard, and took no letters with him to those in the Capitol, lest, if he were intercepted, the enemy might learn the intentions of Camillus; but, putting on a poor dress and carrying corks under, he boldly traveled the greatest part of the way by day, and came to the city when it was dark; the bridge he could not pass, as it was guarded by the barbarians; so that taking his clothes, which were neither many nor heavy, and binding them about his head, he laid his body upon the corks, and, swimming with them, got over to the city. And avoiding those quarters where he perceived the enemy was awake, which he guessed at by the lights and noise, he went to the Carmental gate, where there was greatest silence, and where the hill of the Capitol is steepest, and rises with craggy and broken rock. By this way he got up, though with much difficulty, by the hollow of the cliff, and presented himself to the guards, saluting them, and telling them his name; he was taken in, and carried to the commanders. And a senate being immediately called, he related to them in order the victory of Camillus, which they had not heard of before, and the proceedings of the soldiers, urging them to confirm Camillus in the command, as on him alone all their fellow-countrymen outside the city would rely. Having heard and consulted of the matter, the senate declared Camillus dictator, and sent back Pontius the same way that he came, who, with the same success as before, got through the enemy without being discovered, and delivered to the Romans outside the decision of the senate, who joyfully received it. Camillus, on his arrival, found twenty thousand of them ready in arms; with which forces, and those confederates he brought along with him, he prepared to set upon the enemy.

But at Rome some of the barbarians passing by chance near the place at which Pontius by night had got into the Capitol, spied in several places marks of feet and hands, where he had laid hold and clambered, and places where the plants that grew to the rock had been rubbed off, and the earth had slipped, and went accordingly and reported it to the king, who, coming in person, and viewing it, for the present said nothing, but in the evening, picking out such of the Gauls as were nimblest of body, and by living in the mountains were accustomed to climb, he said to them, "The enemy themselves have shown us a way how to come at them; where it was easy for one man to get up, it will not be hard for many, one after another; nay, when many shall undertake it, they will be aid and strength to each other. Rewards and honors shall be bestowed on every man as he shall acquit himself."