Celaenae (Celænæ) orKelainai (Greek:Κελαιναί) was an ancient city ofPhrygia and capital of the Persiansatrapy ofGreater Phrygia,[1] near the source of theMaeander River in what is today west centralTurkey (Dinar ofAfyonkarahisar Province), and was situated on the great trade route to the East.[2]
It is first mentioned byHerodotus, in Book VII of hisHistories; describing the route ofXerxes on his way to invade Greece in 480 BC, he writes:
"On their way through Phrygia they reached Celaenae, where two rivers rise — the Meander and one called the Catarractes, which is just as large as the Meander. The Catarractes rises right in the main square of Celaenae and issues into the Meander. Another feature of the square of Celaenae is that the skin ofMarsyas the silenus is hanging there, where it was put, according to localPhrygian legend, after Marsyas had been flayed byApollo."[3]
Xenophon describes it, in Book I of hisAnabasis, as the place whereCyrus mustered his Greek mercenaries in 401 BC:
"From this place he marched three stages, twentyparasangs in all, to Celaenae, a populous city of Phrygia, large and prosperous. Here Cyrus owned a palace and a large park full of wild beasts, which he used to hunt on horseback, whenever he wished to give himself or his horses exercise. Through the midst of the park flows the river Maeander, the sources of which are within the palace buildings, and it flows through the city of Celaenae. The great king also has a palace in Celaenae, a strong place, on the sources of another river, the Marsyas, at the foot of the acropolis. This river also flows through the city, discharging itself into the Maeander, and is five-and-twenty feet broad. Here is the place where Apollo is said to have flayed Marsyas, when he had conquered him in the contest of skill. He hung up the skin of the conquered man, in the cavern where the spring wells forth, and hence the name of the river, Marsyas. It was on this site that Xerxes, as tradition tells, built this very palace, as well as the citadel of Celaenae itself, on his retreat from Hellas, after he had lost the famous battle."[4]
In 394Agesilaus II, on reaching the Meander on his march through Phrygia, consulted an oracle to determine whether he should attack Celaenae; on receiving a negative omen, he went back down the valley toEphesus. "In reality, the omens simply confirmed a prior decision: to march against Celaenae would be terribly risky."[5]

In the winter of 333 BC,Alexander arrived outside the city, which "had a major Persian settlement" and was well known for its enormous park and "the great fortified estates (tetrapyrgia) immediately around the town," which "evince the richness of the agriculture and husbandry of a country 'abounding in villages rather than in cities' (Quintus Curtius III.1.11)."[6] Itsacropolis long held out, and surrendered to him at last by arrangement. His successor,Eumenes, made it for some time his headquarters, as didAntigonus until 301.[2]
FromLysimachus it passed toSeleucus I Nicator, whose sonAntiochus I Soter, seeing its geographical importance, refounded it on a more open site asApamea;[2]Ronald Syme writes: "From a topographical point of view the change was less considerable than, for example, atNysa, a new city constituted by thesynoecism of three separate villages."[7]