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On the 21 July in the year 356 BC, Olympias, wife of Philip II of Macedon died in childbirth. Shortly afterwards, her child, Alexander,died with her. Macedon grew powerful under Philip, who crushed the Thracians and moved against the Greeks. In 338 BC, the Greek states resisted Philip, led by Athens and Thebes, at the Battle of Chaeronea. There, the Greeks were decisively defeated and Greece came under Macedonian control. The Hellenic League was formed, theoretically as a free alliance if states but in reality, run with Philip as its hegemon. All the Greek states wre included, with the notable exception of Sparta and that Epirus was run by Philip's relatives.

With Greece conquered, Philip prepared to invade The Persian Empire as punishment for the two Persian invasions of Greece more than a century earlier. Support for a crusade against Persia united Greece and distracted it from rebellion against Philip.

In 336 BC, Philip crossed the Hellespont and landed in Asia Minor. The Persians were crushed at Granicus. Soon afterwards, Philip lost the Battle of Gordium against Persian king Darius III. The Persian counter- offensive was defeated and the war dragged on. Philip finally evicted the Persians from Asia Minor in 324 BC and crushed them at Issus. Darius was forced to accept the loss of Asia Minor to Philip soon after and Philip accepted Darius' offer of peace that he keep Asia Minor provided he end the war against Persia.

In 319 BC, Philip II of Macedon died of tuberculosis. Philip had no heir, since his son Caranus had died in 323 BC. Philip's generals and advisers agreed to give power to Philip's mentally-ill brother, Arrhidaeus, with Antipater, viceroy of Macedon as regent. So in 318 BC, Arrhidaeus was crowned King Philip III of Macedon, Hegemon of the Hellenic League.

The Greeks immediately refused to be ruled by a mentally- ill King and revolted in the Hellenic War. The revolt was led by Athens. Antipater's acted ruthlessly, wining the Battle of Lamia and destroying Athens. The Hellenic League was dissolved in favour of more direct means of control, like pro- Macedonisn tyrannies.
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