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Peneleos, Leitus, Arcesilaus, Prothoenor, and Clonius were captains of the Boeotians. These were they that dwelt in Hyria and rocky Aulis, and who held Schoenus, Scolus, and the highlands of Eteonus, with Thespeia, Graia, and the fair city of Mycalessus. They also held Harma, Eilesium, and Erythrae; and they had Eleon, Hyle, and Peteon; Ocalea and the strong fortress of Medeon; Copae, Eutresis, and Thisbe the haunt of doves; Coronea, and the pastures of Haliartus; Plataea and Glisas; the fortress of Thebes the less; holy Onchestus with its famous grove of Neptune; Arne rich in vineyards; Midea, sacred Nisa, and Anthedon upon the sea. From these there came fifty ships, and in each there were a hundred and twenty young men of the Boeotians.

Ascalaphus and Ialmenus, sons of Mars, led the people that dwelt in Aspledon and Orchomenus the realm of Minyas. Astyoche a noble maiden bore them in the house of Actor son of Azeus; for she had gone with Mars secretly into an upper chamber, and he had lain with her. With these there came thirty ships.