352 THE HISTORY OF MEDIEVAL EUROPE allied with the Normans and Milan against Frederick and was about to excommunicate him, when he died and a disputed papal election followed. Frederick supported the candidate of the minority, Victor III, against Alexander III, who was more generally recognized in Europe. Milan fell in 1 1 62. Its population was scattered in villages and other towns, instead of being reduced to serfdom as Frederick had at first threatened, and its foes among the other communes were allotted the pleasing task of destroying its walls and buildings. In the same year Alexander III fled to France ivhere both Louis VII and Henry II of England received him cordially. The hatred and jealousy felt by many of the other cities toward Milan had in large measure accounted for its fall. Formation But now all the cities, whether before friends of Lombard the emperor or allies of Milan, began alike to League chafe under the rule of the imperial podestas. Only a very few towns had been allowed to keep their con- suls. The others complained to the emperor that the rule of his new officials was oppressive and unjust, but he seems to have paid little attention to these complaints. Then the cities began to unite against him. As early as 11 64 five towns of northeastern Italy, Venice, Verona, Vicenza, Padua, and Treviso, formed a defensive league. Three years later Cremona, Mantua, Brescia, and Bergamo banded together with the former inhabitants of Milan to rebuild that city. Piacenza, Parma, and Ferrara soon joined the league and the inhabitants of Lodi were forced into it against their will. Meanwhile Frederick had been occupied in driving Alexander III out of Rome again. A pestilence had greatly depleted his forces, and when he returned north to Pavia he was unable to crush the rebellious towns. On the contrary, they united with the five cities of the north- east in a larger Lombard League, which was also joined by Modena and Bologna. The emperor went back to Germany for more troops, but then was detained there for seven years. During this time the membership of the league kept grow- ing until it included thirty-six towns and all Italy north of