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15 May 1479 b.c.

Forces Engaged

Egyptian: Unknown (probably approximately 10,000 men). Commander: Pharaoh Thutmose III.

Kadesh alliance: Unknown. Commander: King of Kadesh.


By reestablishing Egyptian dominance in Palestine, Thutmose began a reign in which Egypt reached its greatest expanse as an empire.

Historical Setting

In the early years of the eighteenth century b.c., the power of Egypt’s Middle Kingdom was waning. That coincided with the immigration of the Hyksos, a Semitic population probably from the region of Palestine, that uused superior weaponry to topple the faltering Thirteenth dynasty. The Hyksos dynasty began ruling Egypt in 1786 b.c.and lasted until 1575 b.c.By then the Hyksos had become sufficiently complacent and content to lose their edge, and the Egyptian population reasserted control over their own nation. The new pharaoh, who began the New Kingdom era, was Ahmose (ruled 1575–1550 b.c.). Ahmose was not content with merely regaining his country, but wanted to extend Egypt’s northeastern frontier to establish a strong buffer zzone. He also wanted to extend Egypt’s power because exposure to foreign peoples had given the Egyptians a taste for things that could come only from outside their country. Hence, conquest and trade as well as security motivated Ahmose’s war mmaking.

Following in Ahmose’s footsteps, later pharaohs extended Egyptian authority into the region along the eastern Mediterranean as well as southward into Nubia, modern Sudan. Under the direction of Thutmose I, Ahmose’s grandson, Egypt established hegemony in Palestine and Syria. Upon his death in 1510, however, Egyptian expansion was temporarily halted because of the attitude of the new pharaoh, Hatshepsut. Hatshepsut was daughter of Thutmose I and stepsister and wife to Thutmose II. When Thutmose II died in 1490, Hatshepsut at first ruled as regent for their young son Thutmose III, but soon threw off all pretense at regency and ruled openly as pharaoh, the only woman ever to do so. Her rule (1490–1468 b.c.) was marked by more than 20 yyears of peace, during which time Egypt embarked on a serious building program of constructing temples and monuments.

Hatshepsut’s passive foreign policy, however, encouraged subject kings in the Middle East to ponder the idea of independence. Under the direction of the King of Kadesh, supported by the powerful Mitanni population east of the Euphrates, the states of Palestine and Syria broke free of Egypt’s rule about the time of Hatshepsut’s death.

Early rumblings of discontent had not been punished by Egyptian forces, sso the King of Kadesh, who probably exercised suzerainty over most of Syria and Palestine, demanded and received affirmations of loyalty from his subject kings. Some small kingdoms in southern Palestine hesitated, perhaps remembering the days of Ahmose and the penalty for disloyalty. Kadesh sent troops to compel them to cooperate, and it seems that the kingdom of Mitanni gave Kadesh covert support. They were an up-and-coming power themselves, currently competing with the nascent power of early Assyria. If Kadesh could hurt Egypt, then the Mitanni certainly hoped to benefit.

The cause of Hatshepsut’s death has never been positively determined; it may have been assassination at Thutmose III’s direction. Whatever the reason, Thutmose III was eager to take the throne and restore Egyptian power. After directing that Hatshepsut’s name be obliterated from all public buildings, he set about rebuilding an army that had been idle for more than two decades. His southern flank was secure because the Nubians had become increasingly

Egyptianized. He could therefore focus on the rebellious kings to the northeast wfirst army to take the field after such a long hiatus would almost certainly not be that large. The Egyptian army was comprised primarily of infantry, carrying shields and sside arms—either axes or sicklelike swords. The aristocracy fought from chariots and probably as archers. Weapons at this time were bronze. The forces that Egypt faced were equipped in much the same fashion.

In his second year as pharaoh, Thutmose III took his army into action. He appears to have been skilled as an organizer because the rapid progress his army made implies a well-laid-out logistical system. He was also the first pharaoh who, apparently, took his own chroniclers on campaign with him because the details of the march and the battle are contemporary with the campaign. Megiddo was the first battle in history for which that can be said. Thutmose departed the Nile delta at Tharu on 19 April 1479 and just 9 days later was at Gaza, some 160 miles up the coast. He arrived there on the anniversary of his coronation, but spent no time in celebration; his troops were on the march the next morning.

The Battle

Twelve days from Gaza, the Egyptians encamped at Yehem, about 80 to 90 miles from Gaza and probably about 16 miles southwest of Megiddo. That walled city was the target because Thutmose’s intelligence corps had reported that the King of Kadesh and aall his vassal kings were there. At this point, Thutmose had three possible routes to Megiddo. The road north to Aruna, along the ridge of Mount Carmel, turned northeast at that town and ran through a narrow pass directly to Megiddo. His second alternative branched north-northeast just past Aruna and intersected the Tannach road north of Megiddo. The third possibility was to take the road toward Damascus. This road ran eastward from Yehem and then hit a junction, which led north-northwest through Tannach. This route would enable him to approach Megiddo from the south. Thutmose’s advisors counseled either of the latter alternatives, as the pass was too narrow, inviting an ambush. Thutmose brushed their cautions aside, determined to take the direct route. He told them they could go by any route they pleased, but he was going through the pass. “For they, the enemy, abominated of Ra, consider thus, ‘Has His Majesty gone on another road? Then he fears us,’ thus do they consider” (Petrie, A History of Egypt, vol. II, p. 105). His subordinates reluctantly agreed to go with him.

Whether through accurate supposition or by good intelligence, Thutmose was correct in his choice. Apparently, the King of Kadesh never

thought that Thutmose would be stupid enough to commit his force to a narrow defile, so he concentrated the bulk of his army on the road near Tannach. Thutmose led his men out of Yehem toward Aruna on 13 May. As they approached the pass, he took the point position in his chariot, certainly a decision designed to inspire his troops and assure them of the correctness of his decision. As they debouched from the pass, they encountered only a ssmall covering force, which they quickly drove away. Here Thutmose heeded his subordinates. Instead of launching a pursuit, he agreed to deploy his force in a defensive posture to allow the entire column to come up. Hearing of the arrival of the Egyptian army, the King of Kadesh withdrew his forces back to Megiddo.

Thutmose, either that afternoon or during the evening, decided not to attack the forces of Kadesh but instead to take up a position to the west of tthe city. He deployed his men in an arc athwart the small river Kina, with his flanks resting on high ground. This gave him a good route of retreat, if necessary. On the night of 14 May, the two armies ccamped, facing each other. At dawn, Thutmose spread his forces in three groups. He commanded in the center, and his left flank extended to the northwest of Megiddo, to be in a position to block any enemy retreat on the road that led northwest from

ithout having to worry about threats to the rear of his army.

the city. The details of the battle are too sketchy to determine how it was conducted. All the contemporary chroniclers state is that the enemy fled before the pharaoh’s forces: “His Majesty went forth in his chariot of electrum adorned with his weapons of war, like Horus armed with talons, the Lord of might, like Mentu of Thebes, his father Amen-Ra strengthening his arms” ((Petrie, A History of Egypt, vol. II, p. 107).

Whatever the missing details, the Egyptians gained the upper hand, and the enemy fled in haste for the protection of the city walls, abandoning their camp and much of their materiel. That was what saved the Egyptians, at least temporarily. The Egyptian troops, lured by the prospect of loot, abandoned the chase and turned themselves over to pillage. That allowed the enemy to escape, although just barely. The residents of the city cclosed the gates rather too quickly, and the fleeing troops had to be hauled over the walls with ropes made of clothing. Thutmose was not happy, and chastened his men. “Had ye afterwards captured this city, behold I would have given [a rich offering to] Ra this day; because every chief of every country that has revolted is within it” (Breasted, A History of Egypt, p. 290).

Having failed to capture the city in a rush, Thutmose settled down for a siege. He ordered a wall of circumvallation built of wood from the surrounding forests; the rampart was called “Thutmose, encloser of the Asiatics.” In the wall, one gate was built, through which those inside the city that wished to surrender could exit. The details of the siege were recorded on a roll of leather stored in the temple of Amon, but only the reference to that scroll survives. The countryside was sufficiently lush to allow the Egyptians to eat well out of the fields and off the cattle and sheep herds. The length of the siege is debatable, sources listing it as anywhere from 3 weeks to 7 months, although it was probably shorter rather than longer. However long it ttook, the besieged finally ran out of food and surrendered.


Although a number of kings were taken captive, surrendering either during the siege or at the city’s fall, the King of Kadesh managed to escape, probably in the immediate wake of the battle. Thutmose took little retribution on the captive kings or the city, although he did remove back to Egypt much of the city’s wealth. Thutmose, however, had captured on the battlefield the king’s son, who he took back to Egypt as a hostage, along with others of the king’s family as well as the sons of the other rebellious but now humbled kings. The description of the spoils of war is long and impressive, including 924 chariots, 2,238 horses, 200 suits of armor, and the tent belonging to the King of Kadesh along with all his furniture and household goods. Added to the spoils of later victories on this campaign, 426 pounds of gold and silver were acquired.

With Megiddo now firmly in hand, Thutmose marched his men northward toward Lebanon, taking possession of the cities of Yenoam, Nuges, and Hernkeru. It is not known if these cities had sent their submission to him during the siege of Megiddo or iif Thutmose had to capture them upon his arrival; either way, they came under his control quickly. He ordered a fortress built in the area in order to keep back any threat the escaped King of Kadesh might mount and then proceeded to reestablish Egyptian hegemony by either accepting the vassalage of the local kings or replacing them with successors who would swear loyalty. Just as he had done with the son of the King of Kadesh, Thutmose took the sons of those rulers back to Egypt. This not only ensured cooperation, but it allowed the Egyptians to raise the hostages in a manner that would immerse them in Egyptian culture and power, making them more amenable to control when the hostages were in a position to succeed their fathers.

Thutmose was back in his capital city of Thebes in early October and master of a new and more stable Egyptian Empire. It would not always be happy; he conducted another fifteen campaigns in the northeast to either subdue rebellions or beat back foreign threats. During his eighth such campaign, he fought and defeated the Mitanni on the other side of the upper Euphrates, taking Egypt to the limits of its

empire. This completely transformed Egypt as a nation. The wealth that came into Egypt in the form of annual tribute was so massive that it allowed for the construction of temples and public buildings for which Egypt is best known today, barring only the Pyramids and Sphinx

Megiddo in History Although historians know of battles before Thutmose III and the King of Kadesh fighting in 1479 b.c., this battle was the first to be recorded by eyewitnesses, making it the first rrecorded battle in history. Because of disputes over dating, however, just when the battle took place is a matter of some debate. James Breasted in 1905 gave a detailed account of the battle, and his dating has been used in the Megiddo entry as the most specific, giving day and month as well as year. William Petrie’s translation of the Annals of Thutmose III gives contemporary dates, not in years b.c. but by years of the pharaoh’s rule. Hence, we llearn that Thutmose began his campaign toward Megiddo when he left the town of Tharu on the Nile delta on the twenty-fifth day of the month Pharmuthi in the twenty-second year of Thutmose’s reign. That also creates some problems because hhe dated his reign not from the previous year when he succeeded Hatshepsut, but from the death of his father and the year he should have begun his rule. The battle at Megiddo is placed variously in 1458, 1467, 1469, etc.

Megiddo remained an important location in the ancient world, on the crossroads between the Hittites in the north and the Egyptians in the south, as well as those of the trade routes from the Mediterranean eastward to the empires of Assyria, Babylon, and Persia. The Book of Judges describes an eleventh-century b.c. battle along the River Kishon, flowing along the Plain of Esdraelon, which Megiddo overlooked. In that battle, Israelite forces under Deborah and Barak defeated the Canaanite forces of KKing Jabin. In 609 b.c., King Josiah of Judah was defeated and killed at Megiddo by the Egyptian Pharaoh Necho.

Even more unspecific about the date of the first battle at Megiddo is the date of the last one. The Hebrew word for Megiddo is Armageddon, described in the biblical Book of Revelation as the site of the final battle between the forces of good and evil. The foundation for one of the great ironies of history is thus foretold: the bbeginning and the end of military history occur at the same site.

Through both the Old and Middle Kingdoms Egypt had striven to remain isolated; after the expulsion of the Hyksos and the wars of the New Kingdom, commerce with foreign powers was too profitable to ever go back to the old days. The administration of an empire required the establishment of an expanded bureaucracy as well as a large standing army, both of which are expensive propositions. The wealth was the gift of the gods, so the priesthood also expanded, gaining in both wealth and power. Their temples demanded the best in craftsmanship, and the artistic life of Egypt benefited. Two hundred years after Thutmose III, Rameses II fought to maintain the borders of the empire. No pharaoh fought as often as he, but by the thirteenth century b.c. the power of Egypt had reached its height. From then onward, the Sea Peoples, the Hittites, the Assyrians, the Persians, the Greeks, and finally the Romans all either weakened Egypt or exercised dominion over Egypt.


Benson, Douglas. Ancient Egypt’s Warfare. Ashland, OH: Book Masters, 1995; Breasted, James Henry. A History of Egypt. London: Hodder & Stoughton, 1905; Gabriel


546 b.c.

Forces Engaged

Persian: Possibly 50,000. CCommander: Cyrus II, the Great.

Lydian: Unknown, but probably more than those of Persia. Commander: Croesus.


Cyrus’s victory gave him control of the vast wealth of Lydia and denied Babylon a strong ally. From this victory, Cyrus challenged and won the Neo-Babylonian throne, establishing the Persian Empire.

Historical Setting

In 612 b.c., the Assyrian Empire, which had dominated and terrorized the land from the Persian Gulf to the Mediterranean since the middle of the eighth century, was overthrown. In that year, two subservient populations, the Babylonians and the Medes, joined forces and captured the Assyrian capital of Nineveh. In the wake of that victory, the empire was divided between the victors: Nabopolassar of Babylon ruled the southern half, and Cyarxes of Media ruled the northern. Media was originally the region that today encompasses northwestern Iran along the southern bank of the Caspian Sea into Armenia. Under Cyarxes, Median power was stretched westward to the frontiers of Asia Minor and eastward almost to Afghanistan. Cyarxes died in 585 b.c., the year that he and the kingdom of Lydia in Asia Minor agreed that the border between their territories would be the Halys River. Cyarxes was succeeded by Astyages, who apparently was quite a tyrant and wwho alienated the Median aristocracy by depending on religious advisors for his policy formulation.

In 580 b.c., Astyages’s daughter gave birth to a son, named Cyrus. Legend has it that Astyages dreamed that this grandson would overthrow him, and Astyages ordered his death, but Cyrus was saved in a fashion virtually identical to that of Moses in Egypt. Whatever the exact details, Cyrus lived in the region called Persis (Persia), which today would lie in southwestern Iran near the Persian Gulf coast. The Greek historian Herodotus claimed that in 553 Cyrus was approached by Harpagos, sometime commander of the Median army, asking that Cyrus begin a rebellion against Astyages; if he would do so, the Median aristocracy would support it. The length of the rebellion is difficult to determine because sources from the time (and soon thereafter) vary considerably. Probably it went on for 4 years until the battle at Pasargadai (the capital of Persis), when Harpagos defected to Cyrus. Allying himself with the Scythians and Hyrcanians (from the southern Caucasus), Cyrus captured the Median capital of Ecbatana during 550–549.

Cyrus immediately gained the confidence of not only the Median aristocracy but almost all of Astyages’s former subjects because Cyrus went to

great lengths to show himself a just and merciful conqueror. Many of the Median military leaders received high command positions in the Persian army. While Cyrus consolidated his throne, trouble was brewing on his western frontier. The King of Lydia, Croesus, was the son of Alyattes, who had established with Cyarxes the Halys River as the border between Lydia and Media. Croesus apparently had had good relations with Astyages and viewed Cyrus with alarm. Croesus began developing alliances with Egypt, BBabylon, and Sparta. Lydia was well known for its superior cavalry, and with all those extra troops it could prove a serious threat to Cyrus’s new realm. While visiting Gubaru, future satrap of Susa in Elam, Cyrus learned that Croesus had led troops across the Halys into the province of Cappadocia and was pillaging the countryside. Cyrus gathered his forces and marched west in the spring of 547. His army marched along the Median-Babylonian frontier, crossed the Tigris River at AArbela (site of a later victory by Alexander the Great), picked up some reinforcements from Armenia and Kurdistan, and descended into the Cappadocian plain late in 547.

The Battle

The two armies met near the town of Pteria and fought a hard bbut inconclusive battle at the beginning of winter. No details are available, other than there was no clear winner. As the Cappadocian plain had been stripped of resources during the Lydian occupation, Croesus decided it was best to withdraw to his capital at Sardis. After wintering there, he would regather his forces, supplemented by those of his allies, and resume the war in the spring. When he reached Sardis, Croesus dismissed his Greek mercenary troops and sent messages to his allies, detailing his military needs for the next season’s campaign.

Cyrus met with his advisors after the battle and received much the same counsel: go home for the winter and start up again next spring. Here, however, Cyrus showed his first fflashes of genius. Sure that Croesus would not want to keep his mercenaries on the payroll during the winter, and that Lydia’s allies could not possibly dispatch reinforcements for a few months, Cyrus decided to follow Croesus to Sardis. After waiting sufficient time for Croesus to get home and dismiss his forces, Cyrus launched a forced march through Anatolia. Croesus heard a rumor of Cyrus’s approach but put no stock in it. Indeed, not until the Persian forces appeared at tthe city gates did Croesus believe what was happening.

In spite of what Cyrus had supposed, Croesus was able to call up a large army. How large is unknown, but it almost certainly was significantly more than the Persians. Xenophon gives Cyrus’s strength as 200,000, but it was probably somewhere between 20,000 and 50,000. The two forces met just outside Sardis on the Plain of Thymbra early in 546. Cyrus placed his army in square, with flanking cavalry and chariot units set back. The Lydians deployed in the traditional formation of long parallel lines. The battle opened with the Lydian cavalry attempting to envelop the square. As they advanced, the enveloping units moved ahead of the center, leaving gaps in the Lydian line. Here Cyrus deployed his secret weapon. At Pteria, one of his generals had noticed the way in which Lydian horses had shied at the presence of Persian camels used for transport. Cyrus formed his pack animals into the first camel corps in history and sent them forward. Catching the smell of the camels, the Lydian horses panicked.

The cavalry dismounted and attempted to fight on foot, but their lances proved too unwieldy to be effective. Inside Cyrus’s square formation, hhis archers launched volley after volley of arrows into the Lydian ranks, further disorganizing them. Cyrus’s infantry and chariots on the flanks charged into the dismounted Lydian cavalry, and then, with the gaps on either side of the Lydian center wide open, Cyrus sent his cavalry through them. The result was a rout, as Lydian survivors ran for the walls of Sardis. Persian forces immediately surrounded the city and besieged it for 14 days. Learning of a possible weak point in the defenses—where the city’s walls met and melted into a cliff—Cyrus sent a small force up the hill and onto the walls, which at that point overlooked the citadel; his troops quickly captured it and Croesus. The city opened its gates to Cyrus the following morning. From this point, Lydia ceased to exist as an independent kingdom.


Although Cyrus’s victory over Croesus came in 546 b.c., 7 years before his conquest of Babylon, the victory at Thymbra marked the turning point in Cyrus’s campaign to establish a Persian Empire. Babylon, as co-inheritor of the Assyrian Empire, was a natural rival, in spite of the fact that they had done little to provoke Cyrus.

The Babylonian King Nabonidus was in the midst oof his own internal crisis. Although intent on maintaining strong trade routes between the Persian Gulf and the Mediterranean, which would of course continue to enrich the wealthiest of ancient cities, Nabonidus provoked his population over religious matters. He had come to power from his position as a general, rather than through birth. Thus, he distrusted the Babylonian establishment. He preferred the worship of Sin, the moon goddess, over Marduk, the Babylonian national deity. He established temples to Sin in Babylon, a direct affront to the people. In response to a dream, Nabonidus marched the army to the city of Harran to reestablish the Temple of Sin there. He then spent 7 years campaigning in Arabia, capturing territory as far as Yathrib (Medina). He colonized a string of oases through Arabia, although it is unclear if this was for military or trade purposes. This expedition also alienated the Babylonians because the king was supposed to be in attendance at the New Year’s festivals, and Nabonidus missed seven in a row. His son and regent, Balshazzar, oversaw the business of government. When, after extending his power far to the east in campaigns up to Bactria (modern Afghanistan), Cyrus turned toward Babylon,

Nabonidus finally tried to appease his subjects and defend his land. He sent for all the idols of Marduk to be collected in Babylon to strengthen its spiritual defenses. But apparently it was too late. Cyrus seems to have been in contact with the religious leaders in Babylon, assuring them of his religious tolerance, and thus fomenting a resistance movement in Nabonidus’s backyard.

There are two completely different accounts of the fall of Babylon to Cyrus. In September 539 b.c., Cyrus aand his army defeated the Babylonians at Opis, the former capital of Akkadia, which city he proceeded to destroy. On 10 October, the town of Sippar surrendered without a struggle. Hearing this, Nabonidus fled Babylon. One of his former governors, now in Cyrus’s camp, was Ugbaru, governor of Gutium (a region somewhere east of the Tigris), who entered Babylon against no opposition. Cyrus then entered to a massive welcome on 29 October; the people proclaimed him the agent of the ggod Marduk, delivering the city from the heretic Nabonidus.

The other version speaks of a two-year siege, 539–538 b.c. According to this version, put forth by Herodotus, Cyrus was on the verge of giving up the siege because the inhabitants of BBabylon had amassed a huge hoard of supplies. Instead, he decided (or was advised) to divert the channel of the Euphrates River, which flowed through Babylon. By diverting the river into a marshland, the water level fell to a point where Persian troops could wade the river and enter Babylon through the floodgates. “The Babylonians themselves say that owing to the great size of the city the outskirts were captured without the people in the center knowing anything about it; there was a festival going on, and they continued to dance and enjoy themselves, until they learned the news the hard way” (Herodotus, The Histories, p. 118).

The capture of Babylon marked the reunion of the old Assyrian Empire, now expanded bby Cyrus to include Asia Minor and the Persian Gulf coast almost to India. After founding the Persian Empire, Cyrus went on campaigning and was finally killed in combat in his seventieth year against Scythian forces near the Jaxartes River. It was the campaign against Lydia, however, which deprived Babylon of a powerful ally and secured Cyrus’s western flank, that put Cyrus in a position to become an emperor; “when once Lydia had been overthrown the balance of power and tthe interests of Babylonia and Iran [Persia] were in conflict.” A showdown was probably inevitable, and Nabonidus was no match for Cyrus.

The Persian Empire proved to be the first “world” empire in history. Before this, there had been large-scale conquest, such as that the Assyrians had accomplished, resulting in what was an empire in size but not in administration. That is what Cyrus initiated, an imperial administration. By offering religious tolerance, peace, and improved roadways to facilitate trade, the Persians continued to build on Cyrus’s foundation and expand the empire even farther, into Egypt and parts of southeastern Europe, although they met their match in the Greeks at Marathon and Salamis in the early fifth century b.c. Cyrus was virtually worshiped by his subjects, not because he demanded it like ...

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