The sickness of the Roman general and the mutiny of one of his corps, occasioned by their pay being in arrear for many years, favoured the rising. But Scipio recovered sooner than was expected, and dexterously suppressed the tumult among the soldiers; upon which the communities that had taken the lead in the national rising were subdued at once before the insurrection gained ground. Seeing that nothing came of this movement and Gades could not be permanently held, the Carthaginian government ordered Mago to gather together whatever could be got in ships, troops, and money, and with these, if possible, to give another turn to the war in Italy. Scipio could not prevent this - his dismantling of the fleet now avenged itself - and he was a second time obliged to leave in the hands of his gods the defence, with which he had been entrusted, of his country against new invasions. The last of Hamilcar's sons left the peninsula without opposition. After his departure Gades, the oldest and last possession of the Phoenicians on Spanish soil, submitted on favourable conditions to the new masters. Spain was, after a thirteen years' struggle, converted from a Carthaginian into a Roman province, in which the conflict with the Romans was still continued for centuries by means of insurrections always suppressed and yet never subdued, but in which at the moment no enemy stood opposed to Rome. Scipio embraced the first moment of apparent peace to resign his command (in the end of 548), and to report at Rome in person the victories which he had achieved and the provinces which he had won.
While the war was thus terminated in Sicily by Marcellus, in Greece by Publius Sulpicius, and in Spain by Scipio, the mighty struggle went on without interruption in the Italian peninsula. There after the battle of Cannae had been fought and its effects in loss or gain could by degrees be discerned, at the commencement of 540, the fifth year of the war, the dispositions of the opposing Romans and Phoenicians were the following. North Italy had been reoccupied by the Romans after the departure of Hannibal, and was protected by three legions, two of which were stationed in the Celtic territory, the third as a reserve in Picenum. Lower Italy, as far as Mount Garganus and the Volturnus, was, with the exception of the fortresses and most of the ports, in the hands of Hannibal. He lay with his main army at Arpi, while Tiberius Gracchus with four legions confronted him in Apulia, resting upon the fortresses of Luceria and Beneventum. In the land of the Bruttians, where the inhabitants had thrown themselves entirely into the arms of Hannibal, and where even the ports - excepting Rhegium, which the Romans protected from Messana - had been occupied by the Phoenicians, there was a second Carthaginian army under Hanno, which in the meanwhile saw no enemy to face it. The Roman main army of four legions under the two consuls, Quintus Fabius and Marcus Marcellus, was on the point of attempting to recover Capua. To these there fell to be added on the Roman side the reserve of two legions in the capital, the garrisons placed in all the seaports - Tarentum and Brundisium having been reinforced by a legion on account of the Macedonian landing apprehended there - and lastly the strong fleet which had undisputed command of the sea. If we add to these the Roman armies in Sicily, Sardinia, and Spain, the whole number of the Roman forces, even apart from the garrison service in the fortresses of Lower Italy which was provided for by the colonists occupying them, may be estimated at not less than 200,000 men, of whom one-third were newly enrolled for this year, and about one-half were Roman citizens. It may be assumed that all the men capable of service from the 17th to the 46th year were under arms, and that the fields, where the war permitted them to be tilled at all, were cultivated by the slaves and the old men, women, and children. As may well be conceived, under such circumstances the finances were in the most grievous embarrassment; the land-tax, the main source of revenue, came in but very irregularly. Yet notwithstanding these difficulties as to men and money the Romans were able - slowly indeed and by exerting all their energies, but still surely - to recover what they had so rapidly lost; to increase their armies yearly, while those of the Phoenicians were diminishing; to gain ground year by year on the Italian allies of Hannibal, the Campanians, Apulians, Samnites, and Bruttians, who neither sufficed, like the Roman fortresses in Lower Italy, for their own protection nor could be adequately protected by the weak army of Hannibal; and finally, by means of the method of warfare instituted by Marcus Marcellus, to develop the talent of their officers and to bring into full play the superiority of the Roman infantry. Hannibal might doubtless still hope for victories, but no longer such victories as those on the Trasimene lake and on the Aufidus; the times of the citizen-generals were gone by. No course was left to him but to wait till either Philip should execute his long-promised descent or his own brothers should join him from Spain, and meanwhile to keep himself, his army, and his clients as far as possible free from harm and in good humour. We hardly recognize in the obstinate defensive system which he now began the same general who had carried on the offensive with almost unequalled impetuosity and boldness; it is marvellous in a psychological as well as in a military point of view, that the same man should have accomplished the two tasks set to him - tasks so diametrically opposite in their character - with equal completeness.