III. When after the death of Leonidas, Kleomenes succeeded to the throne, he found the state utterly disorganised, for the rich took no part in politics, and cared for nothing but their own pleasure and profit, while the miserable condition of the poor caused them to fight without spirit in the wars, and to neglect the proper training of their children. He himself was a king only in name, as the Ephors had engrossed all real power. Under these circumstances he at once began to revolve schemes of reform in his mind, and began to sound the opinion of his intimate friend Xenares, by enquiring of him what sort of a king Agis had been, and in what manner, and with what associates he had made his attempts at reform. Xenares at first very willingly gave him a complete narrative of the whole transaction; but as he saw that Kleomenes listened with intense interest, and was deeply excited by the recital of Agis's designs, to which he was never weary of listening, Xenares at last angrily reproached him with not being in his right mind, and at last broke off all intercourse with him. He did not, however, tell any one the reason of their being at variance, but declared that Kleomenes knew well what it was. Kleomenes, after meeting with this rebuff from Xenares, imagining that every one else would be of the same mind, determined to concert his own measures alone. As he thought that there was more chance of effecting reforms during war than in time of peace, he involved Sparta in a war with the Achæans, for which they themselves furnished the pretext. Aratus, the chief of the Achæans, had always desired to unite the whole of the Peloponnesus in one confederacy, and in all his long political career had steadily kept this object in view, as he thought that thus, and thus alone, the people of Peloponnesus would be able to defend themselves against external foes. Nearly all the tribes of Peloponnesus joined his confederacy except the Lacedæmonians, the people of Elis, and such of the Arcadians as were under Lacedæmonian influence. On the death of Leonidas, Aratus began to make plundering expeditions into the territory of the Arcadians, especially those near the Achæan frontier, in order to see what steps the Lacedæmonians would take; for he despised Kleomenes as a young and inexperienced man.