The Samnites, disappointed in making an unexpected attack, determined on a regular engagement, as the matter was now likely to come to an open contest.

They therefore marched out into the plain; and, with a greater share of spirit than of hopes, committed themselves to the disposal of fortune.

However, whether in consequence of their having drawn together, from every state, the whole of the force which it possessed, or that the consideration of their all being at stake, heightened their courage, they occasioned, even in open fight, a considerable alarm.

Fabius, when he saw that the enemy in no place gave way, ordered Marcus Fulvius and Marcus Valerius, military tribunes, with whom he hastened to the front, to go to the cavalry, and to exhort them, that, "if they remembered any instance wherein the public had received advantage from the service of the horsemen, they would, on that day, exert themselves to insure the invincible renown of that body; telling them that the enemy stood immovable against the efforts of the infantry, and the only hope remaining was in the charge of horse." He addressed particularly both these youths, and with the same cordiality, loading them with praises and promises.

But considering that, in case that effort should also fail, it would be necessary to accomplish by stratagem what his strength could not effect; he ordered Scipio, one of his lieutenants-general, to draw off the spearmen of the first legion out of the line; to lead them round as secretly as possible to the nearest mountains; and, by an ascent concealed from view, to gain the heights, and show himself suddenly on the rear of the enemy.