With northern Africa back in Roman hands after the successful Vandalic War, Emperor Justinian I turned his sights on Italy, with the old capital, the city of Rome.
In the late 5th century, the peninsula had come under the control of the Ostrogoths, who, although they continued to acknowledge the Empire's suzerainty, had established a practically independent kingdom.
In the meantime, Vitiges held a council at Rome, where it was decided not to seek immediate confrontation with Belisarius, but to wait until the main army, stationed in the north, was assembled.
A ditch was dug out on the outer side, the fort of the Mausoleum of Hadrian strengthened, a chain was drawn across the Tiber, a number of citizens conscripted and stores of supplies set up.
The Ostrogoth army marched on Rome, and gained passage over the River Anio at the Salarian Bridge, where the defending Romans abandoned their fortifications and fled.
The next day, the Romans were barely saved from disaster when Belisarius, unaware of his forces' flight, proceeded towards the bridge with a detachment of his bucellarii.
Finding the Goths already in possession of the fortified bridge, Belisarius and his escort became engaged in a fierce fight, and suffered great casualties before extricating themselves.
Although Belisarius was able to counter the latter problem by building floating mills on the stream of the Tiber, the hardships for the citizenry grew daily.
Perceiving this discontent, Vitiges tried to achieve the surrender of the city by promising the Roman army free passage, but Belisarius refused the offer, telling his foe:[9] ...As for Rome, moreover, which we have captured, in holding it we hold nothing which belongs to others, but it was you who trespassed upon this city in former times, though it did not belong to you at all, and now you have given it back, however unwillingly, to its ancient possessors.
For as long as Belisarius lives, it is impossible for him to relinquish this city.Soon after the rejection of his proposals, Vitiges unleashed a massive assault on the city.
His engineers had constructed four great siege towers, which now began to be moved towards the city's northern walls, near the Salarian Gate, by teams of oxen.
Procopius describes what happened next: On the eighteenth day from the beginning of the siege the Goths moved against the fortifications at about sunrise [...] and all the Romans were struck with consternation at the sight of the advancing towers and rams, with which they were altogether unfamiliar.
Then Belisarius revealed his thought, as he ordered his archers to concentrate their fire on the exposed oxen, which the Goths had so thoughtlessly brought within bowshot distance from the walls.
[10] Vitiges then left a large force to keep the defenders occupied, and attacked the walls to the southeast, in the area of the Praenestine Gate, known as the Vivarium, where the fortifications were lower.
At the same time, whether by chance or design, the Romans at the Salarian Gate also attempted a sortie, and likewise succeeded in destroying many of the siege engines.
In his letter, Belisarius also added cautionary words concerning the loyalty of the populace: "And although at the present time the Romans are well disposed toward us, yet when their troubles are prolonged, they will probably not hesitate to choose the course which is better for their own interests.
[14] Vitiges, in the meantime, enraged by his failure, sent orders to Ravenna to kill the senators that he had held hostage there, and furthermore resolved to complete the isolation of the besieged city by cutting it off from the sea.
When battle was joined, the Roman cavalry once again utilized its familiar tactics, showering the dense mass of Gothic troops with arrows and withdrawing without contact.
But the majority of the Roman army there, as mentioned, consisted of ill-disciplined civilians, who soon lost any semblance of order, despite Valentinus' and his officers' efforts, and went about plundering the abandoned Gothic camp.
[18] And Belisarius replied: "And we on our side permit the Goths to have the whole of Britain, which is much larger than Sicily and was subject to the Romans in early times.
During the armistice, the Goths' situation deteriorated for want of supplies, and they were forced to abandon the Portus, which was promptly occupied by an Isaurian garrison, as well as the city of Centumcellae (modern Civitavecchia) and Albano.
Ariminum's capture meant that the Romans had effectively cut Italy in two, but in addition, the city was barely a day's march away from the Gothic capital of Ravenna.
But Belisarius led out his forces, and waited until half the Gothic army had crossed the Milvian Bridge before attacking the remainder.
Reinforcements under Narses arrived, which enabled Belisarius to take several Gothic strongholds and control most of Italy south of the River Po by the end of 539.
However, very soon, the Goths, under the capable leadership of their new king Totila, managed to reverse the situation, until the Empire's position in Italy almost collapsed.