Heraclea is situated at the foot of Mount Oeta; the town itself is in the plain, but has a citadel overlooking it, which stands on an eminence of considerable height, terminated on all sides by precipices.

Having examined every part which he wished to see, the consul determined to make the attack in four places at once.
On the side next the river Asopus, where is also the Gymnasium, he gave the direction of the works and the assault to Lucius Valerius.
He assigned to Tiberius Sempronius Longus the attack of a part of the suburbs, which was as thickly inhabited as the city itself.

He appointed Marcus Baebius to act on the side opposite the Malian bay, a part where the access was far from easy; and Appius Claudius on the side next to another rivulet, called Melas; opposite to the temple of Diana.

By the vigorous emulation of these the towers, rams, and other machines used in the besieging of towns, were all completed within a few days.

The lands round Heraclea, naturally marshy, and abounding with tall trees, furnished timber in abundance for every kind of work; and then, as the Aetolians had fled into the city, the deserted suburbs supplied not only beams and boards, but also bricks and mortar, and stones of every size for all their various occasions.
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