The sight of these things caused Philip much anxious thought. Sometimes he was for giving up his plan of attacking and besieging the place: at others the excellence of its situation made him eager to accomplish this. For just as it was then a source of danger to the Achaeans and Arcadians, and a safe place of arms for the Eleans; so would it on the other hand, if captured, become a source of safety to the Arcadians, and a most convenient base of operations for the allies against the Eleans. These considerations finally decided him to make the attempt: and he therefore issued orders to the Macedonians to get their breakfasts at daybreak, and be ready for service with all preparations completed. Everything being done as he ordered, the king led his army over the bridge across the Erymanthus; and no one having offered him resistance, owing to the unexpectedness of the movement, he arrived under the walls of the town in gallant style and with formidable show. Euripidas and the garrison were overpowered with astonishment; because they had felt certain that the enemy would not venture on an assault, or try to carry a town of such strength; and that a siege could not last long either, owing to the severity of the season. This calculation of chances made them begin to entertain suspicions of each other, from a misgiving that Philip must have established a secret intrigue with some persons in the town against it. But finding that nothing of the sort existed among themselves, the greater number hurried to the walls to defend them, while the mercenary Elean soldiers sallied out of a gate in the upper part of the town to attack the enemy. The king stationed his men who had ladders at three different spots, and divided the other Macedonians among these three parties; this being arranged, he gave the signal by the sound of trumpet, and began the assault on the walls at once. At first the garrison offered a spirited resistance and hurled many of the enemy from their ladders; but when the supply of weapons inside the town, as well as other necessary materials, began to run short,—as was to be expected from the hasty nature of the preparations for defence,—and the Macedonians showed no sign of terror, the next man filling up the place of each who was hurled from the scaling-ladder, the garrison at length turned to flight, and made their escape one and all into the citadel. In the king’s army the Macedonians then made good their footing on the wall, while the Cretans went against the party of mercenaries who had sallied from the upper gate, and forced them to throw away their shields and fly in disorder. Following the fugitives with slaughter, they forced their way along with them through the gate: so that the town was captured at all points at once. The Psophidians with their wives and children retreated into the citadel, and Euripidas with them, as well as all the soldiers who had escaped destruction.