Answer: The Battle of Actium was fought on September 2, 31 B.C. between the fleet of Octavian and the combined forces of Mark Antony and Queen Cleopatra of Egypt. Octavian emerged victorious, and Antony and Cleopatra fled to Egypt. The reasons for their defeat are complex, but some historians suggest that Antony’s poor leadership and his decision to fight at sea rather than on land contributed to his downfall. Additionally, Antony’s forces were weakened by desertions and a lack of supplies, while Octavian’s forces were well-fed and well-supplied.