and usual ceremonies, were paid him; but when, upon trial, he found him a man of deep sense and great reason, and that his plain laconic way of conversation carried a free pleasantness with it; that he did nothing unbecoming the greatness of his birth, nor bent under fortune, and appeared a more faithful counsellor, than those who made it their business to please and flatter; he was ashamed, and repented that he had neglected so great a man, and suffered Antigonus to get so much power and reputation by ruining him. Therefore he heaped up honours and kindnesses on Cleomenes, and gave him hopes that he would furnish him with an army and a navy to recover Greece, and reinstate him in his throne. Besides, he allowed him a yearly pension of four-and-twenty talents; a little part of which sum supplied his and his friends' thrifty temperance; and the rest was employed in doing good offices to, and in relieving the necessities of those that fled Greece, and retired into Egypt. But the elder Ptolemy, dying before Cleomenes's affairs had received a full dispatch, and the successor being a loose, voluptuous, and effeminate prince, under the power of his pleasures and his women, his business was neglected: for the king was so besotted with his women and his wine, that balls, music, and dancing, were the only employments of his most busy and serious hours; and the greatest affairs of state were managed by Agathoclea, the king's mistress, her mother, and the pimp Oinanthes. Therefore, at the first, they seemed to stand in need of Cleomenes; for Ptolemy, being afraid of his brother Magas, who, by his mother's means, had a great interest among the soldiers, took Cleomenes into his cabinet council, and acquainted him with the design of taking off his brother. He, though all were for it, declared his opinion to the contrary, saying, "The king, if it were possible, should have more brothers, for the better security and management of his affairs." And Sosibius, the greatest favourite, replying, "That they were not secure of the mercenaries whilst Magas was alive;" Cleomenes returned, "That he need not trouble himself about that matter; for amongst the mercenaries there were above three thousand Peloponnesians, who were his fast friends, and whom he could command at any time with his nod." This discourse made Cleomenes for the present to be looked upon as a man of integrity and power; but afterwards (Ptolemy's weakness increasing his fear, as it usually happens, where there is no judgment and wisdom at the bottom, placing his security in jealousy and suspicion) rendered Cleomenes suspected to the courtiers, as having too much interest with the mercenaries; and many had this saying in their mouths, "That he was a lion amidst a flock of sheep;" for such he seemed to be in the court, slily overlooking and taking notice of the management of affairs; therefore, when he desired a navy and an army from the king, his petition was rejected. But when he understood