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 birth, nor bent under fortune, and was evidently 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. He now offered him many marks of respect and kindness, and gave him hopes that he would furnish him with ships and money to return to Greece, and would reinstate him in his kingdom. He granted him a yearly pension of four and twenty talents ; a little part of which sum sup- plied his d r i his friends' thrifty temperance ; and the rest was employed in doing good offices to, and in relieving the necessities of the refugees that had fled from Greece, and retired into Egypt.

But the elder Ptolemy dying before Cleomenes's affairs had received a full despatch, 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 the employments of his most busy and serious hours consisted at the utmost in celebrating religious feasts in his palace, carrying a timbrel, and taking part in the show ; while the greatest affairs of state were managed by Agathoclea, the king's mistress, her mother, and the pimp Œnanthes. At the first, indeed, 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 amongst the soldiers, gave Cleomenes a place in his secret councils, 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 stability of his affairs." And Sosibius, the greatest favorite, replying, that they were not secure of the mercenaries whilst Magas was alive,