At the sight of the city utterly perishing amidst the flames Scipio burst into tears, and stood long reflecting on the inevitable change which awaits cities, nations, and dynasties, one and all, as it does every one of us men. This, he thought, had befallen Ilium, once a powerful city, and the once mighty empires of the Assyrians, Medes, Persians, and that of Macedonia lately so splendid. And unintentionally or purposely he quoted,—the words perhaps escaping him unconsciously,— “The day shall be when holy Troy shall fall And Priam, lord of spears, and Priam’s folk.” And on my asking him boldly (for I had been his tutor) what he meant by these words, he did not name Rome distinctly, but was evidently fearing for her, from this sight of the mutability of human affairs.... Another still more remarkable saying of his I may record.... [When he had given the order for firing the town] he immediately turned round and grasped me by the hand and said: “O Polybius, it is a grand thing, but, I know not how, I feel a terror and dread, lest some one should one day give the same order about my own native city.”... Any observation more practical or sensible it is not easy to make. For in the midst of supreme success for one’s self and of disaster for the enemy, to take thought of one’s own position and of the possible reverse which may come, and in a word to keep well in mind in the midst of prosperity the mutability of Fortune, is the characteristic of a great man, a man free from weaknesses and worthy to be remembered.... After the rejection of the orders conveyed by the legates of Metellus ( 38, 11 ), Critolaus collected the Achaean levies at Corinth, under the pretext of going to war with Sparta; but he soon induced the league to declare themselves openly at war with Rome. He was encouraged by the adhesion of the Boeotarch Pytheas, and of the Chalcidians. The Thebans were the readier to join him because they had lately been ordered by Metellus, as arbiter in the disputes, to pay fines to the Phocians, Euboeans, and Amphissians. When news of these proceedings reached Rome in the spring of B.C. 146, the consul Mummius was ordered to lead a fleet and army against Achaia. But Metellus in Macedonia wished to have the credit of settling the matter himself; he therefore sent envoys to the Achaeans ordering them to release from the league the towns already named by the Senate viz. Sparta, Corinth, Argos, Heracleia, and Orchomenus in Arcadia, and advanced with his army from Macedonia through Thessaly by the coast road, skirting the Sinus Maliacus. Critolaus was already engaged in besieging Heraclea Oetea, to compel it to return to its obedience to the league, and when his scouts informed him of the approach of Metellus, he retreated to Scarphea on the coast of Locris, some miles south of the pass of Thermopylae. But before he could get into Scarphea Metellus caught him up, killed a large number of his men, and took one thousand prisoners. Critolaus himself disappeared; Pausanias seems to imagine that he was drowned in the salt marshes of the coast, but Livy says that he poisoned himself. Pausanias, 7, 14, 15. Livy, Ep. 52. Orosius, 5, 3.