VII.  Philopoemen, as may be supposed, gained great glory by this action.  Antigonus was eager to obtain his services, and offered him a command and high pay, but he excused himself, knowing that his temper would not endure to be under the orders of another man.  Still, as he could not be idle, he sailed for Crete to serve a campaign there, in order to gain experience of war.  He spent a considerable time there, living amongst warlike, sober, and temperate men, and returned to the Achaeans with so great a reputation that they at once put him in command of the knights.  These horsemen, he found, were in the habit of using any chance horses they could pick up when required for a campaign, while in many cases they did not serve in person, but sent substitutes.  They were entirely without discipline or bravery, while all this was passed over unnoticed by their commanders, because the knights were the most influential men among the Achaeans, and were able to promote or degrade whom they pleased.  Philopoemen, however, could not allow this state of things to continue.  He went round to each of the cities of the Achaean League, and by personally appealing to the young men’s sense of honour, by punishment where it was necessary, and by careful training, exercises, and contests among them before as many spectators as possible, in a short time produced great efficiency and military spirit.  He made them quick at manoeuvring in squadrons, and in wheeling round and managing their horses, which is so valuable a quality in cavalry soldiers, and taught the whole body to move with ease at the will of one man.  Once during a severe battle with the Eleans and AEtolians on the banks of the river Larissa, Damophantus, the commander of the Elean horse, rode furiously to attack Philopoemen.  He awaited Damophantus’s onset, and with his spear thrust him from his saddle.  When he fell the Eleans at once turned and fled, to the great glory of Philopoemen, who had proved himself as brave as the youngest and as skilful as the oldest soldier, equally able to fight or to command.

VIII.  The Achaean League was first organised by Aratus, who formed its scattered and despicable cities into a noble and truly Greek commonwealth; then, as in running streams, when first a few small stones resist the flow of the water, soon much more is brought down by the stream and lodged against them until a firm ground is formed; so did the Achaeans, by assisting some of the neighbouring cities and freeing them from despots, and by uniting and incorporating others with themselves, endeavour to combine the whole of Peloponnesus into one single state, at a time when Greece was especially weak, having lost all cohesion, each city relying solely on itself.  While Aratus lived they depended much on the Macedonians, courting first Ptolemy, then Antigonus and Philip, who all were constantly interfering in the affairs of Greece.  But when Philopoemen came to command they already felt themselves a match for the most powerful states,