Abstract The paper studies Livy's account in Book 45 of the aftermath of Aemilius Paullus' conquest of Macedon employing two interpretative methods, both common in recent studies of historians. The first is ““metahistory,”” in other words interpreting events within a historical narrative as commenting covertly on the genre of history and on the work as an example of that genre. The second is seeing how internal audiences provide a guide for the reader's interpretation. These, though theoretically independent, are in practice often related, with internal audiences being used as a trigger for wider reflections on the text and the genre. Four linked passages from Livy 45 are discussed in detail. One (Aemilius' tour of Greece) invites a systematic metahistorical reading without the use of an internal audience, partly to endorse Livy's own manner of ““secondary”” history, partly to promote a moral reading of the text. The other three employ internal audiences to similar effect: first, Aemilius' meeting with the defeated Perseus, and the lesson which he draws about the mutability of fortune; second, the spectacular games he organizes at Amphipolis; and third, his eventual triumph in Rome, along with the speech that Servilius gives in its support. The understanding of the genre of history that Livy promotes through these passages is, however, astonishingly narrow and didactic, ignoring even central aspects of his own work which do not conform to that understanding. The paper concludes by considering why Livy would wish to present himself and his genre as single-mindedly moralistic when neither he nor it actually was.

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