But he was deficient in generals, and over-confident in his own powers of command: the Greek captains out-manoeuvred him; and no sooner did he find one line of his defences forced than his ill-founded confidence was exchanged for an alarm as little reasonable.

He hastily fell back upon Memphis, leaving the fortified towns to the defence of their garrisons.

These consisted of mixed troops, partly Greek and partly Egyptian; between whom jealousies and suspicions were easily sown by the Persian leaders, who by these means rapidly reduced the secondary cities of Lower Egypt, and were advancing upon Memphis, when Nectanebo in despair quitted the country and fled southwards to Ethiopia.

All Egypt submitted to Ochus, who demolished the walls of the cities, plundered the temples, and after amply rewarding his mercenaries, returned to his own capital with an immense booty, and with the glory of having successfully carried through a most difficult and important enterprise.
It has been well observed that "the reconquest of Egypt by Ochus must have been one of the most impressive events of the age," and that it "exalted the Persian Empire in force and credit to a point nearly as high as it had ever occupied before." Ochus not only redeemed by means of it his former failure, but elevated himself in the opinions of men to a pitch of glory such as no previous Persian king had reached, excepting Cyrus, Cambyses, and the first Darius.

Henceforth we hear of no more revolts or rebellions.