war until another year was laid aside, Philip stole a journey into Peloponnesus with five thousand foot and about four hundred horse. As soon as he was within Corinth, he commanded the gates to be shut, that no word might be carried forth of his arrival. He sent privily for old Aratus to come thither unto him; with whom he took order, when, and in what places, he would have the Achæan soldiers ready to meet him. The enemies were then abroad in the country, with somewhat more than two thousand foot and an hundred horse, little thinking to meet with such opposition. Indeed they had little cause to fear, since the Achæans themselves were not aware that the king was in their land with his Macedonians, until they heard that these two thousand Eleans, Ætolians, and their fellows, were by him surprised, and all made prisoners or slain. By this exploit which he did at his first coming, Philip got very much reputation; as likewise he purchased both reputation and love by divers actions immediately following. He won Psophis, an exceeding strong town in the borders of Arcadia, which the Eleans and Etolians then held. He won it by assault at his first coming; wherein it much availed him, that the enemy, not believing that he would undertake such a piece of work at such an unseasonable time of the year, was careless of providing even such store of weapons, as might have served to defend it. The town was preserved by the king from sack, and given to the Achæans, of his own mere motion, before they requested it. Thence went he to Lasion, which yielded for very fear, hearing how easily he had taken Psophis. This town also he gave to the Achæans. The like liberality he used towards others, that had ancient title unto places by him recovered. Then fell he upon the country of Elis, where was much wealth to be gotten; for that the people were addicted to husbandry, and lived abroad in villages, even such as were of the wealthier sort among them. So he came to the city of Olympia, where having done sacrifice to Jupiter, feasted his captains, and refreshed his army three days, he proceeded on to the spoil of those that had taken pleasure to share with the

Etolians in the spoils of their otherwise deserving neighbours. Great abundance of cattle he took, with great numbers of slaves, and much wealth of all sorts, such as could be found in rich villages. Then fell he in hand with the towns whereinto a great multitude of the country people were fled. Some of these were taken at the first assault. Some yielded for fear. Some prevented the labour of his journey, by sending ambassadors to yield before he came. And some that were held with garrisons against their wills, took courage to set themselves at liberty by seeing the king so near, to whose patronage thenceforth they betook themselves. And many places were spoiled by the Ætolian captains, because they distrusted their ability to hold them. So the king won more towns in the country, than the sharpness of winter would suffer him to stay there days. Fain he would have fought with the Etolians; but they made such haste from him, that he could not overtake them, until they had covered themselves within the town of Samicum, where they thought to have been safe. But Philip assaulted them therein so forcibly, that he made them glad to yield the place, obtaining license to depart with their lives and arms. Having performed so much in this expedition, the king reposed himself a while in Megalopolis, and then removed to Argos, where he spent all the rest of the winter.

Before the king's arrival in Peloponnesus, the Lacedæmonians, with Lycurgus their new king, had gotten somewhat in Arcadia, and threatened to do great matters. But when they were admonished, by the calamity that fell upon the Eleans, of the danger hanging over their own heads, they quitted their winnings, and withdrew themselves home. This Lycurgus, as he had no other right to the kingdom of Sparta than that which he could buy with money, so was he neither free from danger of conspiracies made against him, nor from those jealousies with which usurpers are commonly perplexed. There was one Chilon, of the royal blood, that thinking himself to have best right unto the kingdom, purposed to make way thereunto, by massacre of his opposites, and afterwards to confirm himself by pro

pounding unto the multitude such reformation of the state as was most popular; namely, by making an equal distribution of all the lands among the whole number of the citizens, according to the ancient institution of that commonwealth. He won to his party some two hundred men, with whom he fell upon the ephori as they were together at supper, and slew them all. Then went he to Lycurgus's house, who perceiving the danger, stole away, and fled. It remained that he should give account of these doings to the people, and procure them to take part with him. But their minds being not hereto predisposed, they so little regarded his goodly offers, as even whilst he was using his best persuasions, they were consulting how to apprehend him. Chilon perceived whereabout they went, and shifted presently away. So he lived afterwards among the Achæans a banished man, and hated of his own people. As for Lycurgus, he returned home; and suspecting thenceforth all those of Hercules's race, found means to drive out his fellow king, young Agesipolis, whereby he made himself lord alone. His doings grew to be suspected, in such sort as once he should have been apprehended by the ephori: but though his actions hitherto might have been defended, yet rather than to adventure himself into judgment, he chose to fly for a time, and sojourn among his friends the tolians. His well-known vehemency in opposition to the Macedonians had procured unto him such good liking among the people, that in his absence they began to consider the weakness of their own surmises against him, and pronouncing him innocent, recalled him home to his estate. But in time following, he took better heed unto himself; not by amending his condition, (for he grew a tyrant, and was so acknowledged,) but by taking order, that it should not be in the power of the citizens to expel him when they listed. By what actions he got the name of a tyrant, or at what time it was that he chased Agesipolis out of the city, I do not certainly find. Like enough it is, that his being the first of three usurpers, which followed in order one after another, made him to be placed in the rank of ty

rants, which the last of the three very justly deserved. Whatsoever he was towards some private citizens, in the war against Philip he behaved himself as a provident man, and careful of his country's good.

SECT. II.

How Philip was misadvised by ill counsellors; who afterwards wrought treason against him, and were justly punished. He invadeth the Ætolians a second time, and forceth them to sue for peace, which is granted unto them.

WHILST the king lay at Argos, devising upon his business for the year following, some ambitious men that were about him studied so diligently their own greatness, as they were like to have spoiled all that he took in hand. Antigonus Doson had left unto Philip such counsellors as to him did seem the fittest men for governing of his youth. The chief of these was Apelles, that had the charge of his person and ordering of his treasures. This man, seeming to himself a great politician, thought that he should do a notable piece of service to his prince, if he could reduce the Achæans unto the same degree of subjection wherein the Macedonians lived. To bring this to pass, during the late expedition he had caused some of the Macedonians to thrust the Achæans out of their lodgings, and to strip them of the booty that they had gotten. Proceeding further, as occasion fell out, he was bold to chastise some of that nation, causing his ministers to take and whip them. If any of them offered (as there were some of them that could not refrain) to help their fellows, them he laid by the heels, and punished as mutineers. Hereby he thought to bring it to pass by little and little, that they should be qualified with an habit of blind obedience, and think nothing unjust that pleased the king. But these Achæans were tenderly sensible in matter of liberty, whereof if they could have been contented to suffer any little diminution, they needed not. have troubled the Macedonians to help them in the war against Cleomenes. They bemoaned themselves unto old

Aratus, and besought him to think upon some good order, that they might not be oppressed by degrees. Aratus forthwith dealt earnestly with the king, as in a matter more weighty than at first it might seem. The king bestowed gracious words upon those that had been wronged, and forbade Apelles to follow the course begun. Hereat Apelles was inwardly vexed, though he dissembled his choler for a time. He thought so well of his own project, that he could not endure to lay it aside, being perhaps unable to do the king any valuable service in business of other nature. He purposed therefore hereafter to begin at the head, since, in biting at the tail, the fish had shot away from his mouth. It could not otherwise be, than that among the Achæans there were some who bore no hearty affection to Aratus. These he inquired out, and, sending for them, entertained them with words of court, promising to become their especial friend, and commend them unto the king. Then brake he his purpose with the king himself, letting him know, that as long as he continued to make much of Aratus, he must be fain to deal precisely with the Achæans, and, as it were by indenture, according to the letter of the contract; whereas if he would be pleased to give countenance unto those others whom he himself commended, then should the Achæans, and all other Peloponnesians, be quickly brought to conform themselves unto the duty of obedient subjects. By such persuasions, he drew the king to be present at Egium, where the Achæans were to hold election of a new pretor. There, with much more labour than would have been needful in a business of more importance, the king, by fair words and threatenings together, obtained so much, that Eperatus, a very insufficient man, but one of Apelles's new favourites, was chosen pretor, instead of one more worthy, for whom Aratus had laboured. This was thought a good introduction unto greater matters that should follow. The king from thence passed along by Patras and Dyma, to a very strong castle held by the Eleans, which was called Tichos: the garrison yielded it up for