Artaxerxes III. was a cruel but an energetic ruler. To secure his throne he put to death almost all his relatives, but he suppressed the rebellions also. In 356 he ordered all the satraps to dismiss their mercenaries. Most of them obeyed; Artabazus of Phrygia, who tried to resist and was supported by his brothers-in-law, Mentor and Memnon of Rhodes, was defeated and fled to Philip of Macedon. Athens, whose general Chares had supported Artabazus, was by the threatening messages of the king forced to conclude peace, and to acknowledge the independence of its rebellious allies (355 B.C.). Then the king attempted to subjugate Egypt, but two expeditions were unsuccessful, and, in consequence, Sidon and the other Phoenician towns, and the princes of Cyprus, rebelled against Persia and defeated the Persian generals. After great preparations the king came in person, but again the attack on Egypt was repelled by the Greek generals of Nectanebus (346). One or two years later Artaxerxes, at the head of a great army, began the siege of Sidon. The Sidonian king Tennes considered resistance hopeless, and betrayed the town to the Persian king, assisted by Mentor, who had been sent with Greek troops from Egypt to defend the town. Artaxerxes repressed the rebellion with great cruelty and destroyed the town. The traitor Tennes was put to death, but Mentor rose high in the favour of the king, and entered into a close alliance with the eunuch Bagoas, the king's favourite and vizier. They succeeded in subjecting the other rebels, and, after a hard fight at Pelusium, and many intrigues, conquered Egypt (343); Nectanebus fled to Ethiopia. Artaxerxes used his victory with great cruelty; he plundered the Egyptian temples and is said to have killed the Apis. After his return to Susa, Bagoas ruled the court and the upper satrapies, while Mentor restored the authority of the empire everywhere in the west. He deposed or killed many Greek dynasts, among them the famous Hermias of Atarneus, the protector of Aristotle, who had friendly relations with Philip (342 B.C.). When Philip attacked Perinthus and Byzantium (340), Artaxerxes sent them support, by which they were enabled to withstand the Macedonians; Philip's antagonists in Greece, Demosthenes and his party, hoped to get subsidies from the king, but were disappointed. In 338 Artaxerxes III., with his older sons, was killed by Bagoas, who raised his youngest son Arses to the throne. Artaxerxes III. is said never to have entered the country of Persia proper, because, being a great miser, he would not pay the present of a gold piece for every Persian woman, which it was usual to give on such occasions (Plut. _Alex._ 69). But we have a building inscription from Persepolis, which contains his name and genealogy, and invocations of Ahuramazda and Mithra. For the relations of Artaxerxes I.--III. with the Jews see JEWS, SS 19-21. For bibliographical references see PERSIA: _Ancient History_.