Balaam’s Third Message

27 Then Balak said to Balaam, “Come, let me take you to another place.(A) Perhaps it will please God to let you curse them for me(B) from there.” 28 And Balak took Balaam to the top of Peor,(C) overlooking the wasteland.

29 Balaam said, “Build me seven altars here, and prepare seven bulls and seven rams for me.” 30 Balak did as Balaam had said, and offered a bull and a ram on each altar.(D)

24 Now when Balaam saw that it pleased the Lord to bless Israel,(E) he did not resort to divination(F) as at other times, but turned his face toward the wilderness.(G) When Balaam looked out and saw Israel encamped tribe by tribe, the Spirit of God came on him(H) and he spoke his message:

“The prophecy of Balaam son of Beor,
    the prophecy of one whose eye sees clearly,(I)
the prophecy of one who hears the words of God,(J)
    who sees a vision from the Almighty,[a](K)
    who falls prostrate, and whose eyes are opened:

“How beautiful are your tents,(L) Jacob,
    your dwelling places, Israel!

“Like valleys they spread out,
    like gardens beside a river,(M)
like aloes(N) planted by the Lord,
    like cedars beside the waters.(O)
Water will flow from their buckets;
    their seed will have abundant water.

“Their king will be greater than Agag;(P)
    their kingdom will be exalted.(Q)

“God brought them out of Egypt;
    they have the strength of a wild ox.
They devour hostile nations
    and break their bones in pieces;(R)
    with their arrows they pierce them.(S)
Like a lion they crouch and lie down,
    like a lioness(T)—who dares to rouse them?

“May those who bless you be blessed(U)
    and those who curse you be cursed!”(V)

10 Then Balak’s anger burned(W) against Balaam. He struck his hands together(X) and said to him, “I summoned you to curse my enemies,(Y) but you have blessed them(Z) these three times.(AA) 11 Now leave at once and go home!(AB) I said I would reward you handsomely,(AC) but the Lord has kept you from being rewarded.”

12 Balaam answered Balak, “Did I not tell the messengers you sent me,(AD) 13 ‘Even if Balak gave me all the silver and gold in his palace, I could not do anything of my own accord, good or bad, to go beyond the command of the Lord(AE)—and I must say only what the Lord says’?(AF) 14 Now I am going back to my people, but come, let me warn you of what this people will do to your people in days to come.”(AG)

Balaam’s Fourth Message

15 Then he spoke his message:

“The prophecy of Balaam son of Beor,
    the prophecy of one whose eye sees clearly,
16 the prophecy of one who hears the words(AH) of God,
    who has knowledge from the Most High,(AI)
who sees a vision from the Almighty,
    who falls prostrate, and whose eyes are opened:

17 “I see him, but not now;
    I behold him, but not near.(AJ)
A star will come out of Jacob;(AK)
    a scepter will rise out of Israel.(AL)
He will crush the foreheads of Moab,(AM)
    the skulls[b](AN) of[c] all the people of Sheth.[d]
18 Edom(AO) will be conquered;
    Seir,(AP) his enemy, will be conquered,(AQ)
    but Israel(AR) will grow strong.
19 A ruler will come out of Jacob(AS)
    and destroy the survivors of the city.”

Balaam’s Fifth Message

20 Then Balaam saw Amalek(AT) and spoke his message:

“Amalek was first among the nations,
    but their end will be utter destruction.”(AU)

Balaam’s Sixth Message

21 Then he saw the Kenites(AV) and spoke his message:

“Your dwelling place is secure,(AW)
    your nest is set in a rock;
22 yet you Kenites will be destroyed
    when Ashur(AX) takes you captive.”

Balaam’s Seventh Message

23 Then he spoke his message:

“Alas! Who can live when God does this?[e]
24     Ships will come from the shores of Cyprus;(AY)
they will subdue Ashur(AZ) and Eber,(BA)
    but they too will come to ruin.(BB)

25 Then Balaam(BC) got up and returned home, and Balak went his own way.

Moab Seduces Israel

25 While Israel was staying in Shittim,(BD) the men began to indulge in sexual immorality(BE) with Moabite(BF) women,(BG) who invited them to the sacrifices(BH) to their gods.(BI) The people ate the sacrificial meal and bowed down before these gods. So Israel yoked themselves to(BJ) the Baal of Peor.(BK) And the Lord’s anger burned against them.

The Lord said to Moses, “Take all the leaders(BL) of these people, kill them and expose(BM) them in broad daylight before the Lord,(BN) so that the Lord’s fierce anger(BO) may turn away from Israel.”

So Moses said to Israel’s judges, “Each of you must put to death(BP) those of your people who have yoked themselves to the Baal of Peor.”(BQ)

Then an Israelite man brought into the camp a Midianite(BR) woman right before the eyes of Moses and the whole assembly of Israel while they were weeping(BS) at the entrance to the tent of meeting. When Phinehas(BT) son of Eleazar, the son of Aaron, the priest, saw this, he left the assembly, took a spear(BU) in his hand and followed the Israelite into the tent. He drove the spear into both of them, right through the Israelite man and into the woman’s stomach. Then the plague against the Israelites was stopped;(BV) but those who died in the plague(BW) numbered 24,000.(BX)

10 The Lord said to Moses, 11 “Phinehas son of Eleazar, the son of Aaron, the priest, has turned my anger away from the Israelites.(BY) Since he was as zealous for my honor(BZ) among them as I am, I did not put an end to them in my zeal. 12 Therefore tell him I am making my covenant of peace(CA) with him. 13 He and his descendants will have a covenant of a lasting priesthood,(CB) because he was zealous(CC) for the honor(CD) of his God and made atonement(CE) for the Israelites.”(CF)

14 The name of the Israelite who was killed with the Midianite woman(CG) was Zimri son of Salu, the leader of a Simeonite family.(CH) 15 And the name of the Midianite woman who was put to death was Kozbi(CI) daughter of Zur, a tribal chief of a Midianite family.(CJ)

16 The Lord said to Moses,(CK) 17 “Treat the Midianites(CL) as enemies(CM) and kill them.(CN) 18 They treated you as enemies when they deceived you in the Peor incident(CO) involving their sister Kozbi, the daughter of a Midianite leader, the woman who was killed when the plague came as a result of that incident.”

The Second Census

26 After the plague(CP) the Lord said to Moses and Eleazar son of Aaron, the priest, “Take a census(CQ) of the whole Israelite community by families—all those twenty years old or more who are able to serve in the army(CR) of Israel.” So on the plains of Moab(CS) by the Jordan across from Jericho,(CT) Moses and Eleazar the priest spoke with them and said, “Take a census of the men twenty years old or more, as the Lord commanded Moses.”

These were the Israelites who came out of Egypt:(CU)

The descendants of Reuben,(CV) the firstborn son of Israel, were:

through Hanok,(CW) the Hanokite clan;

through Pallu,(CX) the Palluite clan;

through Hezron,(CY) the Hezronite clan;

through Karmi,(CZ) the Karmite clan.

These were the clans of Reuben; those numbered were 43,730.

The son of Pallu was Eliab, and the sons of Eliab(DA) were Nemuel, Dathan and Abiram. The same Dathan and Abiram were the community(DB) officials who rebelled against Moses and Aaron and were among Korah’s followers when they rebelled against the Lord.(DC) 10 The earth opened its mouth and swallowed them(DD) along with Korah, whose followers died when the fire devoured the 250 men.(DE) And they served as a warning sign.(DF) 11 The line of Korah,(DG) however, did not die out.(DH)

12 The descendants of Simeon by their clans were:

through Nemuel,(DI) the Nemuelite clan;

through Jamin,(DJ) the Jaminite clan;

through Jakin, the Jakinite clan;

13 through Zerah,(DK) the Zerahite clan;

through Shaul, the Shaulite clan.

14 These were the clans of Simeon;(DL) those numbered were 22,200.(DM)

15 The descendants of Gad by their clans were:

through Zephon,(DN) the Zephonite clan;

through Haggi, the Haggite clan;

through Shuni, the Shunite clan;

16 through Ozni, the Oznite clan;

through Eri, the Erite clan;

17 through Arodi,[f] the Arodite clan;

through Areli, the Arelite clan.

18 These were the clans of Gad;(DO) those numbered were 40,500.


  1. Numbers 24:4 Hebrew Shaddai; also in verse 16
  2. Numbers 24:17 Samaritan Pentateuch (see also Jer. 48:45); the meaning of the word in the Masoretic Text is uncertain.
  3. Numbers 24:17 Or possibly Moab, / batter
  4. Numbers 24:17 Or all the noisy boasters
  5. Numbers 24:23 Masoretic Text; with a different word division of the Hebrew The people from the islands will gather from the north.
  6. Numbers 26:17 Samaritan Pentateuch and Syriac (see also Gen. 46:16); Masoretic Text Arod

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