ic after many an encounter with barbarians wilder than his
own descended from the Julian Alps into Venetia in August 489, after a
march of not less than ten months.

[Footnote 1: Ennodius, _Panegyricus_, p. 173. Trs. by Hodgkin, _op.
cit_. iii. 179-80.]

Odoacer was waiting for him. He met him near the site of the old
fortress of Aquileia, which Attila had annihilated, that once held the
passage of the Sontius (Isonzo). He was defeated and all Venetia fell
into the hands of the Ostrogoth. Odoacer retreated to Verona, that red
fortress on the Adige; once more and more certainly he was beaten. He
retreated to Ravenna,[2] while Theodoric advanced to Milan, to Milan
which now led nowhere.

[Footnote 2: "Et Ravennam cum exercitu fugiens pervenit." Anon.
Valesii, 50.]

After Verona, Theodoric had received the submission of a part of
Odoacer's army under Tufa. When he had possessed himself of Milan, he
sent these renegades and certain nobles with their men from his own
army, apparently under the leadership of Tufa, to besiege Ravenna.
They came down the Aemilian Way as far as Faventia (Faenza). There no
doubt a road left the great highway for the impregnable city of the
marshes. At Faventia, then, Theodoric expected to begin to blockade
Ravenna. In this he was mistaken. Suddenly Tufa deserted his new
master, was joined by Odoacer, who came to Faventia, and certain of
the Ostrogothic nobles, if not all of them, were slaughtered. The
expedition was lost and not the expedition alone: Milan was no longer
safe. Therefore Theodoric evacuated that city, always almost
indefensible, and occupied Ticinum (Pavia), which was naturally
defended by the Ticino and the Po. There he established himself in
winter quarters.

A new diversion from the west, a frustrated attack of Gundobald and
his Burgundians, kept Theodoric busy for a year. Meantime Odoacer
appeared in the plain, retook and held all the country between
Faventia and Cremona and even visited Milan, which he chastised. Then
in August 490 Theodoric met him on the Adda, and again Odoacer was
defeated, and again he fled back to Ravenna. All over Italy his cause
tottered, was betrayed, or failed. A general massacre of the
confederate troops throughout the peninsula seems to have occurred.
And by the end of the year there remained to him but Ravenna, his
fortress, and the two cities that it commanded, Cesena upon the
Aemilian Way and Rimini in the midst of the narrow pass at the h