The basis of the work is an examination of the ancient source material, in particular plutarch's 'Life of Philopoemen' and the fragments of polybius' Histories which deal with the Achaean League. An outline of the resultant interpretation of philopoemen's career is as follows. Until 222 B. C. he took no part in Achaean politics, but was involved solely with megalopolis. Between 222 and 211 philopoemen was in Crete representing the interests of Philip V of Macedon, from 210 to 200 in Achaea, where after attaining a military independence, of Macedonia with Philips encouragement, he used this attempt to join Rome. Defeated on this issue, in 200 he returned to Crete to help the Gortynians, Achean allies. In his absence his friend Aristaenus carried his policy and joined Achaea to Rome. On Philopoemen's return in 194 he first desired to cooperate with Flamininus; but when he discovered that flamininus was merely using Achaea for Roman policy Philopoemen began to press the letter of the law of the Achaean foedus with Rome at First misunderstanding , but finally exploiting Achaean olientela. He refused Rome any right of interference in Peloponnesian matters, although he himself was unable to find satisfactory solutions to many of the Achaens' problems, particularly those associated with exiles from Sparta and Messene. The Roman Senate, bound by its conventions could find no way round the impasse until after Philopoen's death in 182, when his party lost most of its influence in Achaea. This interplay of policies and purposes of the Senate and Philopoemen is worked out in the detail. The concluding chapter traces the developing weakness of his party after his death and attempts to correct some modern interpretation of Poybius' judgement of Philopoemen and his policies. Appendicies deal with source problems in the Achaean strategos list - and other pertinent problems.