Scipio, beholding this city, which had flourished 700 years from its foundation and had ruled over so many lands, islands, and seas, rich with arms and fleets, elephants and money, equal to the mightiest monarchies but far surpassing them in bravery and high spirit (since without ships or arms, and in the face of famine, it had sustained continuous war for three years), now come to its end in total destruction -- Scipio, beholding this spectacle, is said to have shed tears and publicly lamented the fortune of the enemy. After meditating by himself a long time and reflecting on the rise and fall of cities, nations, and empires, as well as of individuals, upon the fate of Troy, that once proud city, upon that of the Assyrians, the Medes, and the Persians, greatest of all, and later the splendid Macedonian empire, either voluntarily or otherwise the words of the poet escaped his lips: -- “"The day shall come in which our sacred TroyAnd Priam, and the people over whomSpear-bearing Priam rules, shall perish all."1 (Iliad, vi, 448, 449; Bryant's translation.)”
Being asked by Polybius in familiar conversation (for Polybius had been his tutor) what he meant by using these words, he said that he did not hesitate frankly to name his own country, for whose fate he feared when he considered the mutability of human affairs. And Polybius wrote this down just as he heard it.
From Appian, Punica where he mentions Polybius, the historian who is present with Scipio at the Destruction of Carthage in 146 BC
Turning round to me at once and grasping my hand Scipio said, "A glorious moment, Polybius; but I have a dread foreboding that some day the same doom will be pronounced on my own country." It would be difficult to mention an utterance more statesmanlike and more profound. 2 For at the moment of our greatest triumph and of disaster to our enemies to reflect on our own situation and on the possible reversal of circumstances, and generally to bear in mind at the season of success the mutability of Fortune, is like a great and perfect man, a man in short worthy to be remembered.
p439(From Appian, Punica, 132)
22 1 Scipio, when he looked upon the city as it was utterly perishing and in the last throes of its complete destruction, is said to have shed tears and wept openly for his enemies. 2 After being wrapped in thought for long, and realizing that all cities, nations, and authorities must, like men, meet their doom; that this happened to Ilium, once a prosperous city, to the empires of Assyria, Media, and Persia, the greatest of their time, and to Macedonia itself, the brilliance of which was so recent, either deliberately or the verses escaping him, he said:
A day will come when sacred Troy shall perish,
And Priam and his people shall be slain.1
3 And when Polybius speaking with freedom to him, for he was his teacher, asked him what he meant by the words, they say that without any attempt at concealment he named his own country, for which he feared when he reflected on the fate of all things human. Polybius actually heard him and recalls it in his history.