Once more a movement occurred which was quite unexpected.
Hannibal marched past the fortress of Spoletium, which he attempted in vain to surprise, through Umbria, fearfully devastated the territory of Picenum which was covered all over with Roman farmhouses, and halted on the shores of the Adriatic.

The men and horses of his army had not yet recovered from the painful effects of their spring campaign; here he rested for a considerable time to allow his army to recruit its strength in a pleasant district and at a fine season of the year, and to reorganize his Libyan infantry after the Roman mode, the means for which were furnished to him by the mass of Roman arms among the spoil.

From this point, moreover, he resumed his long- interrupted communication with his native land, sending his messages of victory by water to Carthage.

At length, when his army was sufficiently restored and had been adequately exercised in the use of the new arms, he broke up and marched slowly along the coast into southern Italy.
War in Lower Italy Fabius He had calculated correctly, when he chose this time for remodelling his infantry.

The surprise of his antagonists, who were in constant expectation of an attack on the capital, allowed him at least four weeks of undisturbed leisure for the execution of the unprecedentedly bold experiment of changing completely his military system in the heart of a hostile country and with an army still comparatively small, and of attempting to oppose African legions to the invincible legions of Italy.