Titus Livius (Livy), The History of Rome, Book 44
Alfred C. Schlesinger, Ph.D., Ed.

9. Before Popilius brought his men against the walls, he sent envoys to persuade the magistrates and chief citizens to prefer making trial of the good faith and mildness of the Romans rather than of their force. [2] This advice availed nothing, because the fires of the king's camp at the Elpeüs were in sight. Then the siege began, both with assaults and with field-works and engines, both from land and sea, for the fleet, too, had arrived and occupied the shore side.

[3] The younger Romans even captured the lowest part of the wall by turning to military use a performance of the arena. [4] It was the custom then, before there had been introduced the present extravagance¹ of cramming the arena with animals from all over the earth, to hunt out various sorts of spectacles, for one race with four-horse chariots and one with bareback riders hardly occupied the space of an hour for the two events. [5] As one of these performances, groups of about sixty² youths (occasionally more at more [p. 119]elaborate games) entered under arms. Their entrance³ was in some respects an imitation of military manoeuvres, but in other respects was of a style more showy than the military and more akin to the fashion of gladiatorial combats. [6] After passing through various evolutions in this manoeuvre, they would form in ranks, with shields close-set over their heads, the front rank erect, the second somewhat stooped, the third and fourth more so, and the rear rank down on their knees, so that they would form a “tortoise” sloped like the roof of a house. [7] Next two armed men, separated by an interval of some fifty feet, would rush out, feint at each other, and mount from bottom to top of the “tortoise” over the close-set shields. They would then act as if skirmishing at the outer edges of the “tortoise,” now clash with each other in the centre, and leap about just as if they were on solid ground.

A “tortoise” like this was brought up to the lowest part of the wall. [8] When soldiers on top came up to the wall, they were at their highest elevation level with the defenders of the wall; the defenders were routed and the soldiers of two maniples⁴ crossed into the city. [9] The only difference from the show was that the front rank and those exposed on the flanks did not raise their shields over their heads, but held them out in the usual position for battle in order not to expose their bodies. In this way the missiles hurled from the wall did not injure the men as they approached and those cast on the “tortoise” [p. 121]slid harmlessly like rain down to the bottom of the⁵ slippery slope.

[10] On capturing Heracleum, the consul advanced his camp there, as if he were going to advance to Dium and thence, after dislodging the king, into Pieria as well. [11] But as he was already making ready for wintering, he ordered the roads from Thessaly to be repaired for the transport of provisions and suitable sites for granaries to be chosen and houses built where those transporting the provisions could lodge.