enemy's lines. In the end the Spartan forces were massacred by the Macedonians and their allies and Cleomenes was forced to flee to Egypt. As the leader of the Achaeans, Philopoemen's actions impressed Antigonus III. Cavalry commander From 221 BC he subsequently spent 10 years in Crete as a mercenary captain. Returning to mainland Greece in 210 BC, Philopoemen was appointed commander of the cavalry in the Achaean League. In the same year, in one of the battles associated with the First Macedonian War between Macedonia and the Roman Republic, Philopoemen faced Damophantus, whose army was composed of Aetolians and Eleans, near the Larissa river (on the border of Elis). During the battle, Damophantus charged directly against Philopoemen with his spear. Bravely, Philopoemen didn't retreat, but waited with his lance, which he mortally thrust into Damophantus' chest. Immediately, the enemy fled from the battlefield. By this action, Philopoemen's fame increased across Greece. The Battle of Mantinea Philopoemen was appointed strategos of the Achaean League in 209 BC. Philopoemen used his position to modernise and increase the size of the Achaean army and updated the soldiers’ equipment and battle tactics. His efforts to make the Achaeans an effective fighting force bore fruit a couple of years later. In the years following the defeat of the Spartan king Cleomenes III at the Battle of Sellasia, Sparta experienced a power vacuum that eventually led to the Spartan kingship being bestowed on a child, Pelops, for whom Machanidas ruled as regent. The Battle of Mantinea was fought in 207 BC between the Spartans led by Machanidas and the Achaean League, whose forces were led by Philopoemen. The Achaeans defeated the Spartans. In the battle, Philopoemen defeated and killed the Spartan ruler Machanidas in one-on-one combat. Afterward, the Achaeans erected at Delphi a bronze statue which captured the fight between Machanidas and Philopoemen. With his victory at Mantinea, Philopoemen was able to go on to capture Tegea, and then move with his army as far as the Eurotas River. The rise of Nabis of Sparta Following Machanidas' death, Nabis, a nobleman from the royal house of the Eurypontids, a descendant of King Demaratus, rose to power in Sparta and became the new regent for Pelops. Nabis soon overthrew Pelops. Under Nabis, Sparta continued to trouble the Peloponnese. In 205 BC, Philip V of Macedon made a temporary peace (the Peace of Phoenice) with Rome on