with their food exhausted, the rebels ate their horses, their prisoners and then their slaves, hoping Mathos would sortie from Tunis to rescue them. Eventually, the surrounded troops forced their leaders, including Spendius, to parley with Hamilcar, who, on a thin pretext, took them prisoner. The Carthaginians then attacked the leaderless, starving rebels with their whole force, led by their elephants, and massacred them to a man in the Battle of the Saw. Hamilcar marched on Tunis and laid siege to it in late 238 BC. He occupied a position to the south with half the army, and his deputy Hannibal was to the north with the rest. The rebel leaders taken captive prior to the Saw were crucified in full view of the city. Mathos ordered a large-scale night attack, which surprised the Carthaginians who suffered many casualties. Hannibal and a delegation of 30 Carthaginian notables who were visiting the army were captured. They were tortured and then nailed to the crosses previously occupied by Spendius and his colleagues. Hamilcar abandoned the siege and withdrew to the north. Mathos led the rebel army south to the wealthy port city of Leptis Parva (just south of the modern city of Monastir, Tunisia). Hanno and Hamilcar marched after the rebels and at the ensuing Battle of Leptis Parva the rebels were crushed, with few losses to the Carthaginians. In an act of mercy captives were sold into slavery, except for Mathos who was dragged through the streets of Carthage and tortured to death by its citizens. Most of the towns and cities which had not already come to terms with Carthage now did so, with the exceptions of Utica and Hippo, whose inhabitants feared vengeance for their massacre of Carthaginians. They attempted to hold out, but Polybius says they too "quickly" surrendered, probably in late 238 BC or very early 237 BC. The surrendered towns and cities were treated leniently, although Carthaginian governors were imposed on them. Notes, citations and sources Notes Citations Sources Naravas Naravas Naravas