In 229 BC,
Cleomenes III,
King of Sparta, initiated a campaign with the aim of extending the regional power of his kingdom. This was opposed by the major power in the
Peloponnese, the
Achaean League. In an attempt to curtail the resurgent power of Sparta, the Achaeans led by their
strategos, Aratus, unsuccessfully attempted to re-capture the cities of
Tegea and
Orchomenus. This failure was made worse when a vastly numerically superior Achaean army commanded by
Aristomachos of Argos declined to offer battle to the army of Cleomenes. Though these failures were offset to some extent by the occupation of
Caphyae, a city that had previously been taken over by Cleomenes, the Spartan ascendancy in the war was becoming apparent.
Ptolemy III of
Egypt, who had been supporting the Achaean campaign against
Macedon, shifted his financial backing from the Achaean League to Sparta. Ptolemy based this on the assumption that Sparta would be a more useful ally in counterbalancing Macedon. ==Battle==