When he was in command of the Achæan cavalry a funny incident occurred, which shows how simple his manners must have been and how plainly he must have dressed. A woman of Megara received a message that the general of the Achæans was coming to her house to supper on his way through the place. Her husband was not at home, and she was all flurry and excitement to get the meal ready in the short time she had. Presently a man arrived whom she took to be one of Philopœmen's servants, and she asked him to assist her in the kitchen. He threw off his cloak, and, at her request, began to chop wood. While he was thus engaged, the husband returned. "What is the meaning of this, Philopœmen?" he asked, in surprise. "I am paying the penalty of my plain looks," answered the general. He was not at all ugly, and he was large and strong, but he was unassuming, and had a contempt for any display of riches.

From his childhood Philopœmen had a taste for a soldier's life, and learned to manage horses and handle weapons at a very early age. He would not engage in wrestling, because that sort of training was different from that of a soldier, which he greatly As soon as he had got through with masters and governors, he joined the citizens of Megalopolis in those private excursions to Laconia which were made for the sake of plunder, and he was always the first to march out and the last to return. His leisure he spent in hunting or in tilling the ground, for he owned a fine estate about a mile from the city, to which he went every evening. There he would throw himself on a common mattress, and sleep no more luxuriously than laborers did. Early in the morning he arose, and worked in the vineyard or at the plough until it was time to go to town and take part with his friends in public affairs. He believed that the surest way not to touch the property of others was to take care of one's own, and for that reason he gave so much attention to the improvement of his farm.

He spent many hours in the study of oratory and philosophy, but he was too apt to consider those who did not understand the tactics of war as drones useless to the commonwealth.

He was thirty years of age when Cleomenes, King of the Lacedæmonians, surprised Megalopolis by night, forced the gates, entered, and took possession of the market-place. When the alarm sounded, Philopœmen was one of the first to come out, but, although he fought with desperate courage, he could not drive the enemy off. But he kept Cleomenes engaged until all the citizens had escaped, and then, although he had lost his horse and received several wounds, he managed to make good his retreat.

The Megalopolitans went to Messene, and a short time after Cleomenes offered them their city back with all their property. They would gladly have accepted had it not been for Philopœmen, who said to them, "Cleomenes does not want to return your city to you; what he means to do is to get you back, and then, by becoming your ruler, keep the place more secure. He has no desire to watch empty houses and walls, and if you fail to return he will be forced to leave." The Megalopolitans saw the wisdom of this argument, and resolved not to return to their city. This gave Cleomenes an excuse for plundering and destroying the greater part of it.

King Antigonus then offered to assist the Achæans against Cleomenes, and joining his army to theirs, marched towards the enemy. In the battle which immediately took place, Philopœmen was wounded in both thighs, and a javelin that passed all the way through his body came out at his back, so that he could neither move nor get anybody to pull it out. Using all his strength, he broke it off, and then rode into the thickest of the fight, urging his men on with a desperation that ended in complete victory. It so happened that this glorious charge was made contrary to orders, and before Antigonus had given a signal which it had been agreed that the Achæans should obey. After the victory he asked why the cavalry had charged without orders and before he had given the signal. The answer was, "We were obliged, against our will, to go into action, because a young man of Megalopolis began the attack too soon."

"That young man has performed the office of an experienced general," replied Antigonus, with a smile.

Philopœmen's reputation was made, and Antigonus offered him an important command if he would join his army, but he declined. The young man then went to Crete, where he spent some years and gained much experience in war. By the time he returned home he had become so famous that the Achæans chose him for their commander. He found them a badly-organized company, riding miserable horses that they picked up anywhere, and so afraid to fight that they were apt to hire others to do it for them. Philopœmen went among the young men, rousing them to a sense of honor, and practising them in exercises, reviews, and mock battles, until he made such good soldiers of them that they became the wonder and admiration of every one. Philopœmen set them an example of courage by always going to battle at their head, and once when a general singled him out and rode with full speed at him, he stood perfectly still and awaited his chance, then with a violent blow of his spear laid his adversary dead at his feet. Thereupon the enemy fled. Philopœmen was then forty-four years old and his name was in everybody's mouth, for he was brave as the youngest, prudent as the oldest, and able to fight or command equally well.

He made great changes in the armor of the Achæans as well as in their mode of fighting. Not only was a taste for warlike things increased in the men, but the women shared it to such a degree that their daily expenses were diminished, so that the money thus saved might be spent for weapons, horses, and armor. The shops were filled with gold and silver breastplates and shields, the men spent their time on parade, and the women in ornamenting helmets and embroidering military vests. The very sight of these things tended to make the people courageous and ready to face danger.

At the battle of Mantinea, which the Achæans fought against Machanidas, the tyrant of Lacedæmon, Philopœmen had a chance to prove what his military improvements were worth, for it was his skill that won him the victory. With his own hand he slew the tyrant just as he had jumped a ditch in order to escape, and this was regarded as such a wonderful exploit that the Achæans set up his statue in brass at Delphi. It represents him in the act of killing Machanidas.

The Achæans had such confidence in Philopœmen that they were never satisfied to fight under another commander. They knew that no enemy felt able to stand up against him, and were willing to go into any action if only he led them on. The Bœotians feared him so much that, when they besieged Megara, they left their scaling-ladders planted against the walls and fled because they heard he was coming, although they were on the very point of success. Many other such instances are given to prove how Philopœmen ranked as a military commander.

Though a great man, Philopœmen could make mistakes, particularly where his vanity was flattered. He made a serious one when he left his own country in danger of attack and went to fight for the Cretans. He satisfied his ambition by so doing, and greatly distinguished himself, but it was not the act of a true patriot.

However, the Achæans could not get along without him, so as soon as he returned he was placed in command of their cavalry to fight Nabis, then tyrant of Lacedæmon. The first battle took place at sea, but Philopœmen was defeated, because his only experience had been on land; he soon redeemed his loss, however, for the enemy laid siege to Gythium, and he set sail for that place forthwith. He landed in the night, took them completely by surprise, burnt their camp, and killed a great number of them.

A few days later, as he was marching through a difficult pass, Nabis met him suddenly. The Achæans were terrified, but reassured them by his coolness and presence of mind, and drew up his army in a manner just suited to the position. He then gave battle to the enemy, and put those that were not killed to flight. Peace was made with Nabis after that, but he was assassinated by the Ætolians some months later, and Sparta was thrown into great confusion. Philopœmen seized that opportunity to enter the city with his army and force it to join the Achæan League. Sparta was a city of such vast importance that the Achæans adored Philopœmen for taking possession of it.

The Spartans, on their side, were pleased, because they hoped to find in Philopœmen a man who would guard their liberty and preserve them from another tyrant. So they sold the house and goods of Nabis, and voted that the money realized thereon should be presented to Philopœmen. Timolaus was selected, being a personal friend to Philopœmen, to carry him the present. He went to Megalopolis for that purpose, and was entertained at Philopœmen's house, but when he observed the simple style of living and the dignified manners of the commander, he did not dare to offer the money, and returned to Sparta without having done so. He was sent again, but even then could not mention the present. The third time he summoned courage enough to tell Philopœmen that Sparta desired to show gratitude to him by means of a gift. The commander was pleased to hear what Timolaus had to say, but went straight to Sparta and advised the people not to tempt good men with money, but to use it to silence bad ones and make them less troublesome. He remained firm in his refusal of the present, and thus showed himself above bribery.

But later the Spartans had reason to rejoice that they had not shown honors to Philopœmen, for he punished them severely when they gave him cause to do so. Not only did he burn down their walls, put a great number of people to the sword, and banish others, but he actually abolished the laws of Lycurgus, and insisted that the Spartan children should be educated as Achæans. They submitted at the time, but took the earliest opportunity to secure the assistance of the Romans and re-establish, as far as possible, their ancient laws and customs.

Philopœmen was seventy years of age when he was elected general of the Achæans for the eighth time. He hoped to pass the rest of his life quietly, but such was not to be, for Dinocrates, a Messenian, who hated him, induced his countrymen to throw off the Achæan yoke. They therefore decided to seize Coronis, a town near Messene; but Philopœmen, on hearing of it, jumped out of his sick-bed, and travelled with all speed to Megalopolis, where he collected an army and moved towards Messene. Before reaching that place he met Dinocrates, by whom he was defeated. But a guard of five hundred came to the rescue of the flying troops; they rallied, and returned to the charge. Philopœmen, in fear of being surrounded, retreated upon rough ground, and tried to draw the enemy upon himself, but they would not risk a hand-to-hand encounter. They hurled their darts from a distance, however, until they drove him to such a steep place that he could not manage his horse. Even then he might have escaped, but illness had made him weak, and he was so fatigued that he could not make the attempt. With a sudden spring the horse threw him, and his head was wounded by the fall; he lay speechless so long that the enemy, thinking he was dead, turned him over and began to take off his armor. But he became conscious again, raised his head and opened his eyes, whereupon they bound his hands behind his back, and led him off in the most humiliating and insulting manner.

The Messenians were so delighted on hearing of the capture of Philopœmen that they thronged to the city gates to look at him, but even they shed tears when they beheld a man whose glorious deeds had astonished the world dragged along in such a shameful manner. He was shut up in a dark dungeon closed by an immense stone that was movable only by machinery, and a guard was placed to watch without.

Philopœmen's soldiers had fled; but when their general failed to appear they thought he must be dead, and reproached one another for having deserted him. On hearing that he was a prisoner they sent messengers to spread the sad news among the Achæans, who collected their army together in order to rescue him.

Meanwhile, Dinocrates sent a servant to the dungeon with a cup of poison, and orders not to leave Philopœmen until he had swallowed the dose. The prisoner was lying down, wrapped in his cloak. He was not asleep, for grief and trouble kept him awake. When the man approached with a light, he raised his head and asked, feebly, whether he had heard anything of his cavalry. The answer was that almost all had escaped. "Thou bringest good tidings, and we are not in all respects unhappy," returned Philopœmen. Then, without uttering another word, he drank off the poison and lay down. He was so feeble that his death followed soon, with little struggle.

Achaia was filled with grief when the death of Philopœmen was reported, and all the young men met at Megalopolis, resolved to take speedy revenge. Choosing Lycortas for their general, they went to Messene, burnt, destroyed, and killed right and left, until the citizens made their submission. Dinocrates knew that he would receive no mercy at the hands of the enemy, and so killed himself; those who had voted for the death of the Achæan general did likewise.

The remains of Philopœmen were reduced to ashes and placed in an urn. With this his countrymen returned home in triumph, but at the same time with funeral solemnity. First marched the foot-soldiers, wearing crowns of victory, and followed by their captives in chains. The general's son, with the noblest of the Achæans, came next, carrying the urn, covered with ribbons and garlands. The cavalry, armed and mounted, brought up the rear, and as they passed along the people of the various towns and villages saluted the urn, then fell in with the procession, and followed to Megalopolis. After the interment the prisoners were stoned to death about the tomb. Many statues were set up and many honors shown to the memory of Philopœmen by different Grecian cities.