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Philip II of Macedon was the youngest son of the king Amyntas III and Eurydice I. In his youth (c. 368 – 365 BC), Philip was held as a hostage in Thebes, which was the leading city of Greece during the Theban hegemony. While a captive there, Philip received a military and diplomatic education from Epaminondas, became eromenos of Pelopidas, and lived with Pammenes, who was an enthusiastic advocate of the Sacred Band of Thebes.

In 364 BC, Philip returned to Macedon. The deaths of Philip's elder brothers, King Alexander II and Perdiccas III, allowed him to take the throne in 359 BC. Originally appointed regent for his infant nephew Amyntas IV, who was the son of Perdiccas III, Philip managed to take the kingdom for himself that same year.

Philip's military skills and expansionist vision of Macedonian greatness brought him early success. He first had to re-establish a situation which had been greatly worsened by the defeat against the Illyrians in which King Perdiccas himself had died. The Paionians and the Thracians had sacked and invaded the eastern regions of the country, while the Athenians had landed, at Methoni on the coast, a contingent under a Macedonian pretender called Argeus.

Using diplomacy, Philip pushed back Paionians and Thracians promising tributes, and crushed the 3,000 Athenian hoplites (359). Momentarily free from his opponents, he concentrated on strengthening his internal position and, above all, his army. His most important innovation was doubtless the introduction of the phalanx infantry corps, armed with the famous sarissa, an exceedingly long spear, at the time the most important army corps in Macedonia.

Philip had married Audata, great-granddaughter of the Illyrian king of Dardania, Bardyllis. However, this did not prevent him from marching against them in 358 and crushing them in a ferocious battle in which some 7,000 Illyrians died (357). By this move, Philip established his authority inland as far as Lake Ohrid and the favour of the Epirotes.

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