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In the summer of 200 BC Seleucid and Ptolemaic armies fought at the foot of Mount Hermon. The battle of Panion turned out to be the most decisive in any of the six Syrian Wars. This was the first major military defeat for the Ptolemies since their loss of Cyprus in 306 BC, and it was catastrophic, especially to the Macedonian phalanx. In the 3rd century, the Ptolemies had cultivated the “Macedonians” as a war-winning infantry class, a major component of the military-settler agricultural system, and a political hedge against the court aristocracy. They performed admirably, in battle at Raphia, in domestic affairs during Agathocles' attempted coup, as a force of economic stability in the chôra. The heavy Macedonian casualties at Panion, therefore, meant more than the loss of territories and status abroad. This disruption gravely endangered the domestic stability of the Ptolemaic kingdom. It heralded an expansion of aristocratic power at Alexandria. It left deficiencies in agricultural productivity. It undercut internal security in the Egyptian chôra even as unrest and sedition were spreading. Recovering from defeat meant rebuilding the army, restoring—or redefining—Ptolemaic legitimacy, and pacifying a turbulent homeland.

Quite apart from its geopolitical significance, the Ptolemaic defeat is significant because documentary evidence allows us to observe the Ptolemies’ complex responses to the loss, particularly those related to the Macedonians. These included, on the one hand, new rhetoric that emphasized domestic affairs and attainable goals, and on the other, new policies to compensate for the heavy losses at Panion. Beginning in 198 the Ptolemies attempted to reconstitute the Macedonian class with mercenaries and other recruits. They relied, at first, on the well-worn tools of military settlement and ethnic promotion—that is, awarding Macedonian status—to rebuild the population and institutions that had been devastated in defeat. But for social, cultural, and military reasons the effort faltered and was abandoned. The replacements did not necessarily view their promotions positively, and encountered some hostility from the brothers and sons of slain Macedonians upon admittance into their privileged ranks. Moreover, a thousand small defeats were steadily battering Ptolemaic power and legitimacy in the ongoing Egyptian rebellion, which in the context of defeat assumed far greater importance. The military priority for Egypt in the 190’s BC was providing internal security, not rebuilding a phalanx for pitched battles. But old traditions die hard, and the Ptolemies hesitated to abandon the Macedonian infantry class--the soul of any true Successor kingdom and best hope against the Seleucids--even as the needs of the time kept the new “Macedonians” out of their settlements, and returned many to mercenary service. The defeat at Panion thus marked the beginning of the end for the Macedonian phalanx in Egypt. The Ptolemies’ dogged insistence on hanging everything on a hollow ethnic category led not only to the aborted Macedonian recovery but also imparted enduring deficiencies to Egypt’s political culture and military institutions.