Under Philip’s settlement of 338 BC a pro-Macedonian oligarchy and garrison had been installed at Thebes and many democrats exiled. In September 335 BC some of the exiles returned to Thebes and killed two Macedonian officers outside the Cadmea. Then entering the public assembly and exploiting a rumour that Alexander had been killed in Illyria the exiles persuaded the Thebans to overthrow the oligarchy, besiege the garrison in the Cadmea, and solicit help from other Greeks to liberate Greece.
The Persian king Darius III (c.50; r.336-330 BC), knowing of Alexander’s plan to invade his kingdom, had been distributing money among the anti-Macedonians of Greece. When Alexander heard of the situation in Thebes he knew that he had to act quickly to prevent the revolt spreading. He was suspicious of Athens, but in the end Athens did not support Thebes, and only Elis and Aetolia offered positive assistance.
Alexander marched quickly south through the Pindus highlands and the Peneus Valley. On the seventh day he reached Pelinna in Thessaly. Seven days later he was encamped outside Thebes, where he was joined by a Macedonian army under Antipater and by troops from Phocis; Plataea and other Boeotian towns hostile to Thebes. He waited for three days for Thebes to ask for terms.
The Macedonians outnumbered the Thebans, but the latter had enlisted the support of slaves and metics (resident aliens). Forming part of the city’s southern wall, the Cadmea was still occupied by the Macedonian garrison so the Thebans reinforced this part of the wall with a double palisade to prevent a junction between the garrison and Alexander’s forces.
The Thebans manned their field defences outside the city walls. Part of Alexander’s infantry managed to penetrate the first line, but it was unable to make any headway against the second so he sent in the Agrianians and archers. When the Thebans committed more troops, Alexander charged with the rest of his phalanx. The Theban forces broke and fled, and the Macedonians entered the gates. By the evening six thousand Thebans lay dead and over thirty thousand taken prisoner. Of the Macedonians five hundred were killed.
Alexander referred the punishment for Thebes to his allies in the battle. They decided to garrison the Cadmea, raze the city, sell the men, women and children into slavery, banish other Thebans from Greek soil, and give the land of Thebes to her neighbours. Except for the temples and the house of Pindar (spared by Alexander), nothing was left of what had been for forty years the strongest military state in Greece.
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