Pelusium, as usual, was the first point of attack.  Nekht-nebf had taken advantage of the long delay of Ochus in Syria to see that the defences of Egypt were in good order; he had made preparations for resistance at all the seven mouths of the Nile, and had guarded Pelusium with especial care.  Ochus, as he had expected, advanced along the coast route which led to this place.  Part of his army traversed the narrow spit of land which separated the Lake Serbonis from the Mediterranean, and in doing so met with a disaster.  A strong wind setting in from the north, as the troops were passing, brought the waters of the Mediterranean over the low strip of sand which is ordinarily dry, and confounding sea and shore and lake together, caused the destruction of a large detachment; but the main army, which had probably kept Lake Serbonis on the right, reached its destination intact.  A skirmish followed between the Theban troops of the first division under Lacrates and the garrison of Pelusium under Philophron; but this first engagement was without definite result.

The two armies lay now for a while on the Pelusiac branch of the Nile, which was well protected by forts, fortified towns, and a network of canals on either side of it.  There was every reason to expect that Nekht-nebf, by warily guarding his frontier, and making full use of his resources, might baffle for a considerable time, if not wholly frustrate, the Persian attack.  But his combined self-conceit and timidity ruined his cause.  Taking the direction of affairs wholly upon himself and asking no advice from his Greek captains, he failed to show any of the qualities of a great commander, and was speedily involved in difficulties with which he was quite incapable of dealing.  Having had his first line of defence partially forced by a bold movement on the part of the Argives under Nicostratus, instead of trying to redeem the misfortune by a counter-movement, or a concentration of troops, he hastily abandoned to his generals the task of continuing the resistance on this outer line, and retiring to Memphis, concentrated all his efforts on making preparations to resist a siege.

Meantime, the Persians were advancing.  Lacrates the Theban set himself to reduce Pelusium, and, having drained dry one of the ditches, brought his military engines up to the walls of the place.  In vain, however, did he batter down a portion of the wall—­the garrison had erected another wall behind it; in vain did he advance his towers—­they had movable towers ready prepared to resist him.  No progress had been made by the besiegers, when on a sudden the resistance of the besieged slackened.  Intelligence had reached them of Nekht-nebf’s hasty retreat.  If the king gave up hope, why should they pour out their blood to no purpose?  Accordingly they made overtures to Lacrates for a surrender upon terms, and it was agreed that they should be allowed to evacuate the place and return to Greece, with all the goods and chattels that they could carry with them.  Bagoas demurred to the terms; but Ochus confirmed them, and Pelusium passed into the possession of the Persians without further fighting.