Utica had on the east a plain which extended to the large lagoon of Carthage; behind it a valley ran at right angles between two low and abruptly terminated mountains; the Barbarians were encamped further to the left in such a way as to blockade the harbour; and they were sleeping in their tents (for on that day both sides were too weary to fight and were resting) when the Carthaginian army appeared at the turning of the hills.

Some camp followers furnished with slings were stationed at intervals on the wings.  The first line was formed of the guards of the Legion in golden scale-armour, mounted on their big horses, which were without mane, hair, or ears, and had silver horns in the middle of their foreheads to make them look like rhinoceroses.  Between their squadrons were youths wearing small helmets and swinging an ashen javelin in each hand.  The long files of the heavy infantry marched behind.  All these traders had piled as many weapons upon their bodies as possible.  Some might be seen carrying an axe, a lance, a club, and two swords all at once; others bristled with darts like porcupines, and their arms stood out from their cuirasses in sheets of horn or iron plates.  At last the scaffoldings of the lofty engines appeared:  carrobalistas, onagers, catapults and scorpions, rocking on chariots drawn by mules and quadrigas of oxen; and in proportion as the army drew out, the captains ran panting right and left to deliver commands, close up the files, and preserve the intervals.  Such of the Ancients as held commands had come in purple cassocks, the magnificent fringes of which tangled in the white straps of their cothurni.  Their faces, which were smeared all over with vermilion, shone beneath enormous helmets surmounted with images of the gods; and, as they had shields with ivory borders covered with precious stones, they might have been taken for suns passing over walls of brass.

But the Carthaginians manoeuvred so clumsily that the soldiers in derision urged them to sit down.  They called out that they were just going to empty their big stomachs, to dust the gilding of their skin, and to give them iron to drink.

A strip of green cloth appeared at the top of the pole planted before Spendius’s tent:  it was the signal.  The Carthaginian army replied to it with a great noise of trumpets, cymbals, flutes of asses’ bones, and tympanums.  The Barbarians had already leaped outside the palisades, and were facing their enemies within a javelin’s throw of them.

A Balearic slinger took a step forward, put one of his clay bullets into his thong, and swung round his arm.  An ivory shield was shivered, and the two armies mingled together.