We do not know the specific details of this secret agreement, but the gist as reported by Polybius was the following: Antiochus III and Philip V agreed to split the Ptolemaic possessions that each had long coveted. Ptolemaic enclaves in Thrace, the Hellespont and Western Asia Minor would go to Philip V, who hoped to become master of a new empire in the Aegean Sea. Antiochus III would claim a prize long sought by his dynasty, and one almost within his reach before the fiasco at Raphia: Koile Syria. While the agreement lacked a mutual defence clause, the two powers agreed to aid one another as they took possession of their conquests. It is likely that the agreement contained a clause protecting Egypt proper from the hands of either power.
John Grainger has raised the intriguing hypothesis that Ptolemy IV’s death abrogated the peace treaty that ended the fourth Syrian War, arguing that peace treaties between Seleucid and Ptolemaic kings ought to be viewed as applicable between individual, signatory monarchs and not between states. Under this model, Antiochus pledged his personal honour to keep the peace with Ptolemy IV. With the King dead, however, the peace was abrogated.4
The fifth Syrian War and Battle of Panium
In 202 BC, Antiochus launched a renewed attack against Koile Syria. He selected the route through the desert expanse east of the Anti-Lebanon mountains, which allowed him to circumvent Ptolemaic forces at the northern entrance to the Biqua Valley. Logistically, this could only be accomplished by a swift march to the desert oasis of Damascus. Captured quickly, Damascus might serve as a supply base and allow Antiochus to march south and then hook westwards by skirting the Anti-Lebanon and entering Palestine. Now the capital of the modern Republic of Syria, Damascus was not then a major strategic site, although it was an important caravan city. While garrisoned, it remained largely unfortified.
The desolate nature of the country would not support a long-term siege. Antiochus equipped a force of cavalry with four-day rations and timed the assault to coincide with a local festival that would hopefully distract the garrison. Antiochus’ horsemen swooped into town after the ride through the desert and captured the city.5
From Damascus, Antiochus quickly assaulted into Palestine, likely cutting a direct line for Gaza, as the Gaza strip was an excellent place to block an Egyptian counterattack. The siege against a group of determined defenders lasted well into the spring of 201 BC.6 The final capture of Gaza was considered a major success, but Antiochus still did not control the whole of Koile Syria. Most of the Ptolemaic fortifications in the Biqua Valley held, as did cities in Palestine, including Jerusalem. Much of the Seleucid army returned to quarters in Apamea during the winter of 201/200, and the anaemic Egyptian response perhaps lulled Antiochus into a sense of complacency.
The regents of young Ptolemy V had not yet given up all hope: the regency government in Egypt mustered a large army to launch a counterattack against the Seleucid garrisons left behind. The exact size of the Ptolemaic army is not mentioned by any ancient source. It was certainly far smaller than the 75,000 man force that previously faced Antiochus III at Raphia. A rough estimate based on our knowledge of Ptolemaic manpower capabilities might be as follows. There is reason to believe that the Ptolemaic army had a maximum strength of around 80–90,000 in 217 BC, counting the Raphia field army (75,000) and a reasonable estimate of garrison requirements (5000–15,000).
There were now no Egyptian hoplites in the ranks, due to the ongoing native insurrection, so the 20,000 Egyptians present at Raphia in 217 must be subtracted from any total. The number of troops needed for operations against the insurrection in the Thebaid was substantial; at a minimum we would expect 20,000 Ptolemaic soldiers to counter the rebels. Yet with stripped-down garrisons, it is unlikely that the regency government for Ptolemy V deployed a field army of more than 40,000 troops to defend Koile Syria. Meanwhile, Antiochus was free to operate with his entire force. While we do not know the exact numbers of Antiochus’ army, it probably consisted of around 70,000 troops, a strength similar to his invasion force in 217 BC, badly outnumbering the Ptolemies. Still, in 201, a large proportion of Antiochus’ troops occupied the newly conquered territory, reducing the size of his field army.7
With no king fit for command, a mercenary general named Scopas the Aetolian took lead of the Ptolemaic army. Scopas was a high-ranking Aetolian politician who had served as league general (strategos) on numerous occasions and fought against Philip V during the wars between Aetolia and Macedonia from 220 to 206. After failing to reform the Aetolian constitution in his favour, Scopas exiled himself to Egypt, where his competent military leadership might prove an advantage. He was especially attractive to the regency government on account of his high-level connections in Aetolia, a prime recruiting ground for Greek mercenaries. In 202, he took a seemingly bottomless chest of silver with him on a recruiting mission and returned with 6000 Aetolian infantry and 500 cavalry for mercenary service in Egypt.8 As a reward for his efforts, Scopas was placed in command of the Ptolemaic army rebuilt largely around his own mercenary cadre.
Scopas launched an ambitious counter-attack. He drove deep into Koile Syria and recaptured Judea, punishing the region’s inhabitants for going over to Antiochus.9 In response, Antiochus hastened his army out of winter quarters and marched south to halt Scopas’ advance. Scopas set up a blocking position at Panium (the modern-day Golan Heights), named after a local Hellenistic shrine to the god Pan and site of an older shrine to Ba’al.
The account of the Battle of Panium is highly problematic. Polybius’ discussion reads mostly as a pointed critique of Zeno of Rhodes’ description of the battle. It is possible that Polybius lacked an alternative source for the encounter, and was thus reduced to critiquing the implausibilities in his one available source. However, Polybius was also a relentless and self-serving critic. Hoping to become the definitive historian of his era, he took delight in smearing perceived competitors. It is very likely that Zeno of Rhodes’ narrative was reasonably accurate and at least reliable enough to provide a basic outline of combat. Based on the location of the Jordan River that would have split the battlefield into two topographical areas, Professor Bar Kochba argues that many of Zeno’s statements were indeed reasonable.10
Compensating for his reduced numbers, Scopas attempted to anchor his right flank against Mt Panium. Antiochus the Younger led a vanguard action, crossing the Jordan River with a large army of cataphracts. Antiochus III followed with the main body, two wings of cavalry and the main infantry phalanx. To his front, he positioned a powerful line of elephants, with Tarantine Greek mercenaries, archers, and slingers stationed in between.
After this, the tactical details are lost, save for Antiochus the Younger’s decisive cavalry charge upon the light horse of his enemy. It is unclear whether the main infantry phalanxes engaged one another. Polybius believed they did not, noting that Zeno reports that Antiochus positioned skirmishers, elephants and even his royal cavalry in front of his main phalanx. However, a lull in the fighting could have provided time to move elephants and skirmishers to the flanks, or the ranks of the phalanx could have been maintained in an open order to allow light troops to fall back to the rear. Still, Polybius was an experienced military man, so his opinion is not to be dismissed lightly. It is also possible that Antiochus III stacked his troops so deep that they were not in a position to engage the enemy.
The defeated Ptolemaic army then returned to Egypt, its casualties unknown but significant. Scopas the Aetolian rallied 10,000 survivors (including his cadre of Aetolian mercenaries) and stationed them in the city of Sidon on the Phoenician coast.
Shortly after the Battle of Panium, in the summer or early fall of 200 BC, Roman envoys arrived in Antioch. Antiochus had returned to the city after his victory, allowing subordinates to clean up from the most recent battle. The Romans had administered a stern warning to Philip V to call off his attacks in the Aegean, and now they issued a similar warning to Antiochus III: he was to ‘abstain from the realm of Egypt’.11
Had Antiochus harboured serious
intentions against Egypt at this point, a message from the Romans would not have been sufficient to stop him. As we will later see, Antiochus would completely ignore future Roman embassies ordering him to refrain from other territorial ambitions. The only conclusion that can be drawn here is that Antiochus did not have designs on Egypt. Why would he want to occupy a country torn by urban riot and rural rebellion? Yet Antiochus cannily used the demands to score some easy diplomatic points with the Roman delegation. He indicated that he had no territorial designs against Egypt, and in exchange for this, he was declared a ‘friend and ally of the Roman people’ (amicus sociusque Populi Romani).
Besides, Antiochus still had clean-up operations that would take the next two years to complete. He turned his attentions first to Scopas the Aetoliean and his 10,000 defenders in Sidon.12 This force endured a siege of several months and finally surrendered under generous terms that allowed the mercenaries to return to Egypt or home to Aetolia. At this point, Antiochus felt assured of victory and did not need to exterminate this sliver of Ptolemaic manpower.
Despite the fall of Sidon, the Phoenician city of Gaza continued to hold out. Destroyed by Alexander the Great in an epic siege that transformed their island into a peninsula, the Gazans’ resistance was motivated by this history as they again withstood Antiochus’ siege. The city finally fell in 198 and the conquest of Koile Syria was complete.13 Finally, Antiochus III realized an ambition over a hundred years in the making, as Seleucid kings had claimed Koile Syria for nearly a century after the battle of Ipsus in 301 BC. He had gained control of the agricultural resources of the Gaza strip and Jordan River valley, the wealthy mercantile cities of Tyre, Gaza, Sidon, and Beruit, themselves connected to Arabian caravan routes that stretched as far as China and India.
The organization of Koile Syria
The central figure in the new administration of Seleucid Koile Syria was also the central figure from in the old administration of Ptolemaic Koile Syria. His name was Ptolemaios, son of Thraseas, and his family had a long tradition of Ptolemaic service: both his father Thraseas and grandfather Aetus had been high-ranking Ptolemaic officials.14 The family had over two generations of roots in the region and had acquired property, clients and relatives who were not to be left behind lightly. Rather than retreat with the Ptolemaic armies, Ptolemaios son of Thraseas switched sides. For this he was richly rewarded and named the strategos (general) of Koile Syria, as well as the high priest of the entire region, presumably of the royal cult. In exchange for his swapped loyalty, Ptolemaios son of Thraseas provided Antiochus with administrative continuity in the new province, and was able to advise the King on the standard operating procedure already in place in the province. For example, he explained to the King that large landowners were accustomed to settling any minor disputes that arose between their own peasants. In the event that peasants from two different villages got into a dispute, this should be settled by a local official called the oikonomos. Ptolemaios advised that he himself as the strategos should have jurisdiction over any murder charges or significant civil cases, while he emphasized that garrison commanders and regional commanders should also be responsive to civilian appeals.
In the aftermath of the campaign, however, it was clear that many Seleucid officials and soldiers were exploiting the locals, forcefully billeting troops in houses, illegally requisitioning goods, and even kidnapping local peasants to sell into slavery. As a leading local landowner who saw his own serfs victimized by such actions, Ptolemaios wrote a sharp letter of complaint to the King:
Memorandum to the Great King Antiochus from Ptolemaios the strategos and high priest. I request, if it appears good to you, o king, that you send written instructions to Kleon and Heliodoros, the dioketai, so that no one should have the authority, under any pretext, to billet in the villages that I own with the right of inheritance and in those that you ordered be transferred to me, no bring others there, nor requisition any possessions, nor carry off the peasants (laoi)…
Antiochus was not pleased. He fired off a letter to a subordinate, ordering the end to such abuses:
King Antiochus to Marsyas, greetings. Ptolemaios, strategos and high priest has informed us that many of those passing by take billets by force in his villages and commit not a few other crimes, paying not attention to the orders we have sent about these matters. So make it your duty not only to prevent them, but also fine them ten times the cost of the damage they do….15
These letters were part of a long string of correspondence, involving both the King, his general and a slew of low-level administrators, providing a picture of the complex local bureaucracy of the empire.
The Jews and Jerusaelm
With the conquest of Koile Syria, Antiochus III inherited the problem of Jerusalem. Certainly he was not unfamiliar with the Jewish religion, as Babylon was home to a sizable Jewish population, and he had previously settled a large body of Jewish military settlers in Asia Minor. However, as the former seat of the Davidic kings and the site of the second temple, Jerusalem was a vortex of potentially destabilizing religious politics. Any conqueror would be wise to tread lightly.
For their part the inhabitants of Jerusalem took the initiative by sending delegates to Antiochus arranging for a swift and tidy surrender. According to the Jewish historian Flavius Josephus, writing in Rome nearly 300 years later, Antiochus accepted the surrender with generous terms. Josephus appears to be transcribing an inscription that he had seen personally. As the language he preserves is not the usual stilted form common to official inscriptions, there is reason to think that Josephus polished the text and embellished the style. Still, despite the doubts of a few historians, most hold that Josephus provides accurate information about the settlement of Jerusalem. In the inscription, Antiochus writes to Ptolemaios son of Thraseas:
King Antiochus to Ptolemaios, Greetings. Since the Jews, when we entered their country, at once displayed their enthusiasm for us, and when we arrived in their city received us magnificently and came to meet us with their gerousia, and have provided abundant supplies to our soldiers and elephants, and assisted us in expelling the Egyptian garrison in the citadel, we thought it right on our part to repay them for these services and to restore their city which had been destroyed by the accidents of war and to re-people it by bringing back to it those who had been scattered about.
In the first place, we have decided because of their piety to provide them with an allowance for sacrifices consisting of sacrificial animals, wine, olive oil and frankincense, to the value of 20,000 silver pieces,16 and sacred artabas of the finest flour in accordance with their native law, and 1460 medimnoi of wheat and 375 medimni of salt.17 I wish these grants to be made to them in accordance with my instructions, and the work on the temple to be completed together with the stoas and anything else which needs to be build. The timber required for the woodwork shall be brought to Judea itself, from other nations and from Lebanon, and no one shall charge a duty on it. Similarly, for the other materials needed for repairing the Temple in a more splendid way.
All the people of the nation shall govern themselves in accordance to their ancestral laws, and the gerousia,18 the priests, the scribes of the Temple and the Temple singers shall be exempted from the poll tax, the crown tax and the salt tax.
To hasten the re-peopling of the city, I grant to the present inhabitants and to those who come back before the month of Hyperberetaeus (around October) freedom from taxes for three years.
We also remit for the future one third of their taxes to make good the injuries they have sustained. As for all those who were carried away from the city and are now slaves, I grant their freedom to them and to their children, and order the restitution of their property to them.19
Many of the features described here were common in Seleucid relations with captured cities. In exchange for loyalty, the king offers negotiated local autonomy. As a show of regal goodwill, he makes specific benefactions. To account for the damage inflicted by Scopas’ garrison, he remits taxes
to allow the community to recover. These policies helped ensure excellent relations between the Seleucid king and his Jewish subjects for the next forty years.
The Roman wars of Philip V
Antiochus was not alone in his assault against Ptolemaic possessions. Philip V embarked on his own rapacious campaign in the Aegean. In 202 he swooped down on the Ptolemaic naval base at Samos, although a costly naval battle near Chios against the combined fleets of Athens, Rhodes, and Pergamon curbed his hopes of conquering the entire Aegean.20 Philip then landed in Asia Minor to begin a land campaign and marauded through Caria. He ran into severe logistical difficulties there, and his army risked starvation. He appealed to Zeuxis for help, perhaps citing a concrete provision within the secret pact, but the provided supplies proved insufficient. It is possible that Zeuxis helped Philip reluctantly, but it is more likely that he simply lacked the on-hand supplies to feed all of Philip’s expeditionary force. The Macedonian king was reduced to handing the captured town of Myous to the city of Magnesia-on-the-Maeander in exchange for rations of dried figs.21
By now, news of the secret pact between the kings had spread through diplomatic channels. Attalus of Pergamon was particularly worried about defending himself against Philip V on one side and Antiochus III on the other. In the old world of the three major powers, it was possible for modest kingdoms to retain their independence by pluck and craft, literally by triangulating in between the three major powers. It would be far more dangerous to live in a world divided by the two allies Philip V and Antiochus III. Thus, a coalition of Pergamon, Athens, and Rhodes (all of which traditionally received support from Ptolemaic Egypt) looked to the West for assistance.
Of these newly allied kingdoms, Attalus I had recently established friendly relations with Rome. In 205 BC, the Romans expressed interest in a certain religious artefact under his control: the black navel stone of the Magna Mater (‘Great Mother’), a cult centred in eastern Antatolia.22 The Romans claimed descent from the city of Ilium (Troy) located in that region, giving an otherwise strange foreign cult special significance. Attalus I arranged the transfer of the black stone to Rome and thus strengthened diplomatic ties.
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