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732-740] exarch, a plot of the Roman dux of Perusia against Bologna miscarried, and a Lombard army led by Hildeprand, another nephew of Liutprand, occupied the impregnable town of Ravenna, the centre of the imperial administration. But the exarch succeeded in regaining the capital by a sudden attack and making Hildeprand prisoner, with help of the navy of the lagoons, against which the Lombards were helpless. Soon after this misfortune Liutprand seems to have concluded an armistice, on account of which Hildeprand was sent back. Then Liutprand fell ill at Pavia (735), Hildeprand was proclaimed king by the Lombards, and Liutprand acknowledged him as co-regent after his recovery. New difficulties arose in Friuli, where the duke Pemmo had covered the Lombard name with fame in different combats with the Slavs and displayed great splendour in his princely court at Cividale; he got entangled in a quarrel with the king's favourite Calistus, whom Liutprand had made patriarch of Aquileia, because the latter wanted to remove his residence from the small town of Cormons to Cividale, and had taken by force the bishop's palace, which the dukes had resigned to the fugitive bishop of Julia Carnica. Liutprand interceded in the patriarch's favour, dismissed the duke Pemmo, and set up in his place his son Ratchis, who proved himself the king's faithful subject. No king had ever reigned so powerfully.

But now the time had come when Liutprand thought it necessary to deal the death-blow to the Roman Empire in Italy, as soon as the independence of the duke in middle Italy was broken. This duke, Transamund of Spoleto, had taken the Roman castle Gallese and might have been of great use to the king in barring the communication between Ravenna and Rome, but he preferred to deliver up the castle to the pope Gregory III, engaging himself never to carry arms against him any more. But Liutprand, crossing the Pentapolis, arrived at Spoleto in June 739, and appointed a new duke Hilderich, while Transamund fled to Rome. The king demanded in vain the rebel's delivery before the walls of Rome, took away the castles of Ameria, Horta, Polimartium, and Bleda from the ducatus Romae, but then returned to North Italy. Meanwhile a Roman party in Benevento set up one Godescalc in the duchy in place of the deceased duke Gregorius, without regard to the king's claims. In the following year (740) Liutprand and Hildeprand attacked Ravenna and laid the exarchate under contribution, and at the same time Lombard hordes breaking out of the castles devastated the Campagna. The pope sent an embassy, praying the king to give back these border forts, and also claimed the help of the Lombard bishops by a circular letter. At the same time the army of the ducatus Romae, aided by Benevento, reinstated in Spoleto the duke Transamund, who was accepted with open arms by his own people (Dec. 740). But even now Transamund did not dare to attack the king and win back to the Romans the four castles, as the pope had wished. Pope Zachary, who had followed Gregory at the