Totila, military and political leader of the Ostrogoths, was attempting to re-conquer the whole of Italy from Justinian and his great general, Belisarius. Belisarius, under Justinian, wanted to conquer all of Italy and restore Italy to its former glory. After Belisarius conquered much of Italy, including the Ostrogoths' capital, Ravenna, the Ostrogoths appointed Totila to power and took much of Italy back over as soon as Belisarius returned to Constantinople. The Gothic Wars laid waste to much of Italy.
In 549-550, Totila, the Ostrogothic leader, besieged Rome for the third and final time. With Belisarius' return to Constantinople the summer before, Totila did not run into any of his previous problems. The Ostrogoths had attempted to besiege Rome two different times before, but fell short or were defeated by Belisarius. Totila first attempted to capture Rome by simply storming the walls and overpowering and exhausting the small Roman garrison of 3,000, but to no avail. The Roman garrison stationed had acted bravely and defended the walls from Totila’s men valorously. Totila, seeing that storming the walls was ineffective, then decided to either blockade the city or starve and wait it out instead of losing more of his own soldiers than was necessary. Totila understood that a blockade could take months or years, but was in a far better position than the last siege attempt and decided it was the best course of action. The commander Diogenes[disambiguation needed], suspecting the siege, had made previous preparations of food stores and had wheat fields plowed and ready inside the city walls to try and prepare for a long lasting blockade. The Roman soldiers, suffering from hunger and mistreatment from Justinian, were given a choice by Totila. Open the gates of the city and give up and be paid a hefty sum, like the garrison before them in the second siege, or continue fighting for Justinian, who had not paid the men in years, and possibly die. Some of the soldiers, while hesitant due to the possible consequences, decided to side with Totila and opened the gate for Totila’s men. Totila’s men destroyed the unsuspecting Roman garrison and swept through the city capturing, killing, and looting all but women, for Totila gave orders to spare and respect the Roman women. Totila, expecting much of the nobles and garrison to flee as soon as the walls were overtaken, had set traps along the roadways to neighboring towns that were not yet under his control. As he had guessed correctly many Romans were caught by ambush while fleeing Rome. Only few, including Diogenes, the Roman commander, safely escaped Totila’s takeover of Rome and his roadside ambush.
In earlier sieges Totila wanted to simply destroy Rome, but at the plea of his people he understood the importance of Rome. With the capture of Rome, Totila decided to repopulate, rebuild, and defend Rome against all future attacks from Justinian.