45. In the midst of these commotions died Artaxerxes II.: his youngest son, Ochus, took possession of the throne, and assumed the name of Artaxerxes III. This king conceived that he could not establish his power but by the total destruction of the royal family, numerous as it was. He was contemporary with Philip of Macedon, in whom he soon found a more formidable rival than any he could have met with in his own family. 46. The new insurrection fomented by Artabazus in Asia Minor, was accompanied with success so long as it was backed by the Thebans; but the reception which Artabazus met with at the hands of Philip soon betrayed the secret intentions of the Macedonian king. 47. But the extensive rebellion of the Phoenicians and Cyprians, in conjunction with Egypt, compelled the king to undertake another expedition, which succeeded almost beyond expectation; although in this case the object was again attained principally by treachery and by Grecian auxiliaries. Treachery of Mentor, the leader of the confederates: the consequent capture and destruction of Sidon, followed by the subjection of Phoenicia, 356. Capture of Cyprus by Grecian troops, under the command of Phocion and the younger Evagoras, 354. Expedition of the king in person against Egypt: victory of Pelusium, won over king Nectanebus II. with the help of Grecian mercenaries. Egypt becomes, once more, a Persian province. 48. This restoration of the empire to its former limits was followed by a period of tranquillity, the result of force, as Mentor and the eunuch Bagoas, holding the king in complete dependence, divided the kingdom, as it were, between themselves; until Bagoas was pleased, by poison, to remove Artaxerxes out of his way. 49. After the assassination of the royal family, Bagoas placed on the throne the king's youngest and only surviving son, Arces. Bagoas was desirous of reigning in the name of that prince; but after the lapse of two years, he found it necessary to depose him, and to substitute in his place a distant relation of the reigning family, Darius Codomannus, who commenced his reign by putting to death the wretch himself.