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- The Romans, either from fear or incompetence, had done little to stop Amr during this time
- Finally, they had to march out from Babylon to meet Amr near Heliopolis and try to drive him from Egypt for good
- Amr’s spies told him of their movements and he planned to go out to meet them in battle.
- But during the night he sent out two smaller forces; one in the hills overlooking the plains.