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When there, Caesar found himself not only master of his own fate but of others as well: of the twenty-two votes he owned in the Sacred College twelve had remained faithful, and as the Conclave was composed in all of thirty-seven cardinals, he with his twelve votes could make the majority incline to whichever side he chose. Accordingly he was courted both by the Spanish and the French party, each desiring the election of a pope of their own nation. Caesar listened, promising nothing and refusing nothing: he gave his twelve votes to Francesco Piccolomini, Cardinal of Siena, one of his father's creatures who had remained his friend, and the latter was elected on the 8th of October and took the name of Pius III.

Caesar's hopes did not deceive him: Pius III was hardly elected before he sent him a safe-conduct to Rome: the duke came back with 250 men-at-arms, 250 light horse, and 800 infantry, and lodged in his palace, the soldiers camping round about.

Meanwhile the Orsini, pursuing their projects of vengeance against Caesar, had been levying many troops at Perugia and the neighbourhood to bring against him to Rome, and as they fancied that France, in whose service they were engaged, was humouring the duke for the sake of the twelve votes which were wanted to secure the election of Cardinal Amboise at the next Conclave, they went over to the service of Spain.

Meanwhile Caesar was signing a new treaty with Louis XII, by which he engaged to support him with all his forces, and even with his person, so soon as he could ride, in maintaining his conquest of Naples: Louis, on his side, guaranteed that he should retain possession of the States he still held, and promised his help in recovering those he had lost.

The day when this treaty was made known, Gonzalvo di Cordovo proclaimed to the sound of a trumpet in all the streets of Rome that every Spanish subject serving in a foreign army was at once to break his engagement on pain of being found guilty of high treason.

This measure robbed Caesar of ten or twelve of his best officers and of nearly 300 men.

Then the Orsini, seeing his army thus reduced, entered Rome, supported by the Spanish ambassador, and summoned Caesar to appear before the pope and the Sacred College and give an account of his crimes.

Faithful to his engagements, Pius III replied that in his quality of sovereign prince the duke in his temporal administration was quite independent and was answerable for his actions to God alone.

But as the pope felt he could not much longer support Caesar against his enemies for all his goodwill, he advised him to try to join the French army, which was still advancing on Naples, in the midst of which he would alone find safety. Caesar resolved to retire to Bracciano, where Gian Giordano Orsino, who had once gone with him to France, and who was the only member of the family who had not declared against him, offered him an asylum in the name of Cardinal dumbest: so one morning he ordered his troops to march for this town, and, taking his place in their midst, he left Rome.

But though Caesar had kept his intentions quiet, the Orsini had been forewarned, and, taking out all the troops they had by the gate of San Pancracio, they had made along detour and blocked Caesar's way; so, when the latter arrived at Storta, he found the Orsini's army drawn up awaiting him in numbers exceeding his own by at least one-half.

Caesar saw that to come to blows in his then feeble state was to rush on certain destruction; so he ordered his troops to retire, and, being a first-rate strategist, echelonned his retreat so skilfully that his enemies, though they followed, dared not attack him, and he re-entered the pontifical town without the loss of a single man.

This time Caesar went straight to the Vatican, to put himself more directly under the pope's protection; he distributed his soldiers about the palace, so as to guard all its exits. Now the Orsini, resolved to make an end of Caesar, had determined to attack him wheresoever he might be, with no regard to the sanctity of the place: this they attempted, but without success, as Caesar's men kept a good guard on every side, and offered a strong defence.

Then the Orsini, not being able to force the guard of the Castle Sant' Angelo, hoped to succeed better with the duke by leaving Rome and then returning by the Torione gate; but Caesar anticipated this move, and they found the gate guarded and barricaded. None the less, they pursued their design, seeking by open violence the vengeance that they had hoped to obtain by craft; and, having surprised the approaches to the gate, set fire to it: a passage gained, they made their way into the gardens of the castle, where they found Caesar awaiting them at the head of his cavalry.

Face to face with danger, the duke had found his old strength: and he was the first to rush upon his enemies, loudly challenging Orsino in the hope of killing him should they meet; but either Orsino did not hear him or dared not fight; and after an exciting contest, Caesar, who was numerically two-thirds weaker than his enemy, saw his cavalry cut to pieces; and after performing miracles of personal strength and courage, was obliged to return to the Vatican. There he found the pope in mortal agony: the Orsini, tired of contending against the old man's word of honour pledged to the duke, had by the interposition of Pandolfo Petrucci, gained the ear of the pope's surgeon, who placed a poisoned plaster upon a wound in his leg.

The pope then was actually dying when Caesar, covered with dust and blood, entered his room, pursued by his enemies, who knew no check till they reached the palace walls, behind which the remnant of his army still held their ground.

Pius III, who knew he was about to die, sat up in his bed, gave Caesar the key of the corridor which led to the Castle of Sant' Angelo, and an order addressed to the governor to admit him and his family, to defend him to the last extremity, and to let him go wherever he thought fit; and then fell fainting on his bed.

Caesar took his two daughters by the hand, and, followed by the little dukes of Sermaneta and Nepi, took refuge in the last asylum open to him.