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Philip, after his defeat of Onomarchus1 in a noteworthy battle, put an end to the tyranny in Pherae,2 and, after restoring its freedom to the city and settling all other matters in Thessaly, advanced to Thermopylae, intending to make war on the Phocians. [2] But since the Athenians prevented him from penetrating the pass,3 he returned to Macedonia, having enlarged his kingdom not only by his achievements but also by his reverence toward the god. [3] Phayllus, having made a campaign into the Locris known as Epicnemidian, succeeded in capturing all the cities but one named Naryx, which he had taken by treachery at night but from which he was expelled again with the loss of two hundred of his men. [4] Later as he was encamped near a place called Abae,4 the Boeotians attacked the Phocians at night and slew a great number of them; then, elated by their success, they passed into Phocian territory, and, by pillaging a great portion of it, gathered a quantity of booty. [5] As they were on their way back and were assisting the city of the Narycaeans, which was under siege, Phayllus suddenly appeared, put the Boeotians to flight, and having taken the city by storm, plundered and razed it. [6] But Phayllus himself, falling sick5 of a wasting disease, after a long illness, suffering great pain as befitted his impious life, died, leaving Phalaecus, son of the Onomarchus6 who had kindled7 the Sacred War, as general of the Phocians, a stripling in years, at whose side he had placed as guardian and supporting general Mnaseas, one of his own friends. [7] After this in a night attack upon the Phocians the Boeotians slew their general Mnaseas and about two hundred of his men. A short while later in a cavalry battle which took place near Chaeroneia, Phalaecus was defeated and lost a large number of his cavalry.

1 See chap. 35.4-6.

2 See chap. 37.3.

3 See Justin 8.2.8-12 and Dem. 19.84.

4 On the border of Phocis.

5 See Paus. 10.2.6 and for an alternative story Philo Judaeus in Eusebius Praeparatio Evangelica 8.14.33.

6 According to Paus. 10.2.7, Phalaecus was the son of Phayllus.

7 Said of Philomelus, chap. 23.1.

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