1.

And the LORD spake unto Moses in the wilderness of Sinai, in the tabernacle of the congregation, on the first day of the second month, in the second year after they were come out of the land of Egypt, saying,

AND. Numbers begins with "And", as all the books of the Pentateuch do. It is therefore one whole in five sections, rather than separate books.
the LORD spake = Jehovah (the Covenant God) spake to His own People. He spake fifty-six "sundry times" (7 x 8) in Numbers, and in thirteen "divers manners" (twelve to Moses, once to Aaron), and four times indefinite:. (1) To Moses alone (Numbers 1:1 , Numbers 1:48 ; Numbers 3:5 , Numbers 3:11 , Numbers 3:14 , Numbers 3:44 ; Numbers 4:21 ; Numbers 7:4 ; Numbers 8:5 , Numbers 8:23 ; Numbers 10:1 ; Numbers 11:25 ; Numbers 13:1 ; Numbers 16:44 ; Numbers 25:10 , Numbers 25:16 ; Numbers 26:52 ; Numbers 27:6 ; Numbers 31:1 , Numbers 31:25 ; Numbers 34:16 . (2) To Moses, to speak to Aaron (Numbers 8:1 ). (3) To Moses, to speak to Aaron and his sons (Numbers 6:22 ). (4) To Moses, to speak to Eleazar, the son of Aaron the priest (Numbers 16:36 ). (5) To Moses, to speak to the Levites (Numbers 18:25 ). (6) To Moses, to speak to the congregation (Numbers 16:23 ). (7) To Moses, to speak to the children of Israel (Numbers 5:1 , Numbers 5:5 , Numbers 5:11 ; Numbers 6:1 ; Numbers 9:1 (Compare Numbers 1:4 ), 9; Numbers 15:1 , Numbers 15:17 , Numbers 15:37 ; Numbers 17:1 ; Numbers 28:1 (Compare Numbers 1:2 ); Numbers 33:50 ; Numbers 34:1 ; Numbers 35:1 , Numbers 35:9 ). (8) To Moses, to speak to the rock (Numbers 20:7 ). (9) To Moses and Aaron (Numbers 2:1 ; Numbers 4:1 , Numbers 4:17 ; Numbers 14:26 ; Numbers 16:20 ; Numbers 20:12 , Numbers 20:23 ). (10) To Moses and Aaron, to speak to the children of Israel (Numbers 19:1 ). (11) To Moses and Aaron and Miriam (Numbers 12:4 ). (12) To Moses and Eleazar (Numbers 26:1 ). (13) To Aaron (Numbers 18:8 ). (Numbers 1:20 should be "said".) (14) Jehovah spake (indefinite) (Numbers 1:19 ; Numbers 3:1 ; Numbers 14:35 ; Numbers 27:23 ). For "the LORD said", see note on Numbers 3:40 (sixteen times, making seventy-two in all).
Sinai. To which they had come on the third month after the exodus (Exodus 19:1 ), and where they abode till the twentieth day of the second month of the second year (Numbers 10:11 ). The numbering (Numbers 1 ) began on the first day of that month (Numbers 1:18 ).
tabernacle = tent (Hebrew. 'ohel). See App-40 .
come = gone.

2.

Take ye the sum of all the congregation of the children of Israel, after their families, by the house of their fathers, with the number of their names, every male by their polls;

Take ye. Compare Exodus 30:11 , Exodus 30:12 ; Exodus 38:25 . In Exodus, moral law (prophet); Leviticus, ritual law (priest); Numbers, commonwealth law (king).
sum. Three numberings. Exodus 30:11 , Exodus 30:12 (Compare Num 38:25 , Num 38:26 ); here; and 26.
congregation. See note on Genesis 28:3 .
children = sons. Hebrew. banim, from banah, to build, because the family thus built up. Compare Genesis 30:3 .Ruth 4:11 . So throughout, polls. Edition of 1611 = poll. Figure of speech Synecdoche (of Part), App-6 , skull or head put for person.

3.

From twenty years old and upward, all that are able to go forth to war in Israel: thou and Aaron shall number them by their armies.

thou and Aaron. In second numbering it is Moses and Eleazar, Numbers 26:1 .

4.

And with you there shall be a man of every tribe; every one head of the house of his fathers.

man. Hebrew. 'ish. See App-14 .
every tribe. Hence twelve, and, with Moses and Aaron, fourteen. So the twelve apostles, with Paul and Barnabas = fourteen.

5.

And these are the names of the men that shall stand with you: of the tribe of Reuben; Elizur the son of Shedeur.

these are the names. The order here = five sons of Leah, three of Rachel, one of Bilhah, two of Zilpah, and one of Bilhah. See App-45 for other orders of the names.
men. Hebrew, plural of 'Ish , or 'enosh. See App-14 .

6.

Of Simeon; Shelumiel the son of Zurishaddai.

7.

Of Judah; Nahshon the son of Amminadab.

Nahshon. In the line of the promised seed, the father of Salmon (husband of Rahab of Jericho), progenitor of Boaz of Bethlehem (husband of Ruth). Compare Ruth 4:18-22 .Matthew 1:4 , Matthew 1:5 .Luke 3:32 .

8.

Of Issachar; Nethaneel the son of Zuar.

9.

Of Zebulun; Eliab the son of Helon.

10.

Of the children of Joseph: of Ephraim; Elishama the son of Ammihud: of Manasseh; Gamaliel the son of Pedahzur.

11.

Of Benjamin; Abidan the son of Gideoni.

12.

Of Dan; Ahiezer the son of Ammishaddai.

13.

Of Asher; Pagiel the son of Ocran.

14.

Of Gad; Eliasaph the son of Deuel.

15.

Of Naphtali; Ahira the son of Enan.

16.

These were the renowned of the congregation, princes of the tribes of their fathers, heads of thousands in Israel.

17.

And Moses and Aaron took these men which are expressed by their names:

18.

And they assembled all the congregation together on the first day of the second month, and they declared their pedigrees after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, by their polls.

19.

As the LORD commanded Moses, so he numbered them in the wilderness of Sinai.

As = according as.
wilderness of Sinai (Numbers 1:1 ), to distinguish it from the second, which was in the plains of Moab.

20.

And the children of Reuben, Israel's eldest son, by their generations, after their families, by the house of their fathers, according to the number of the names, by their polls, every male from twenty years old and upward, all that were able to go forth to war;

Reuben. Lost his dignity in Genesis 49:3 , Genesis 49:4 ; not many in number here.
eldest son. See App-45 .

21.

Those that were numbered of them, even of the tribe of Reuben, were forty and six thousand and five hundred.

22.

Of the children of Simeon, by their generations, after their families, by the house of their fathers, those that were numbered of them, according to the number of the names, by their polls, every male from twenty years old and upward, all that were able to go forth to war;

Simeon was greatly diminished by sin in Numbers 26:4 , and Moses does not mention him in Deuteronomy 33 .
Those that were numbered of them. Some codices, with two early printed editions, Targum of Onkelos, The Targum of Jonathan ben Uzziel Septuagint, and Syriac, omit this clause. Compare verses: Numbers 1:20 , Numbers 1:24 , Numbers 1:26 , &c.

23.

Those that were numbered of them, even of the tribe of Simeon, were fifty and nine thousand and three hundred.

24.

Of the children of Gad, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

Gad takes the place of Levi here.

25.

Those that were numbered of them, even of the tribe of Gad, were forty and five thousand six hundred and fifty.

fifty. Gad is the only one who has "tens", all the others "hundreds". In the case of the firstborn (Numbers 3:43 ) we have not only tens but units.

26.

Of the children of Judah, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

Judah. His number is greatest (Genesis 49:8 ).

27.

Those that were numbered of them, even of the tribe of Judah, were threescore and fourteen thousand and six hundred.

28.

Of the children of Issachar, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

29.

Those that were numbered of them, even of the tribe of Issachar, were fifty and four thousand and four hundred.

30.

Of the children of Zebulun, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

31.

Those that were numbered of them, even of the tribe of Zebulun, were fifty and seven thousand and four hundred.

32.

Of the children of Joseph, namely, of the children of Ephraim, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

Joseph. "The fruitful vine" (Genesis 49:22 ) has two tribes (not merely "families"). Thus Joseph has "the double portion" (1 Chronicles 5:1 , 1 Chronicles 5:2 ).
Ephraim. Blessed first (Genesis 48:19 , Genesis 48:20 ), is here named first, and is increased more than Manasseh (Deuteronomy 33:17 ). But in journeyings his numbers were diminished by 8,000. See Numbers 26:37 , and compare 1 Chronicles 7:20-22 .

33.

Those that were numbered of them, even of the tribe of Ephraim, were forty thousand and five hundred.

34.

Of the children of Manasseh, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

Manasseh. The lowest in number. See Genesis 48:19 . Increased by 20,500 in journeying, Numbers 26:34 , Numbers 26:37 (compare Job 12:23 ).

35.

Those that were numbered of them, even of the tribe of Manasseh, were thirty and two thousand and two hundred.

36.

Of the children of Benjamin, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

37.

Those that were numbered of them, even of the tribe of Benjamin, were thirty and five thousand and four hundred.

38.

Of the children of Dan, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

39.

Those that were numbered of them, even of the tribe of Dan, were threescore and two thousand and seven hundred.

40.

Of the children of Asher, by their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

41.

Those that were numbered of them, even of the tribe of Asher, were forty and one thousand and five hundred.

42.

Of the children of Naphtali, throughout their generations, after their families, by the house of their fathers, according to the number of the names, from twenty years old and upward, all that were able to go forth to war;

Of the children. So in Authorized Version, and Revised Version, but not in Hebrew text, though it is so in some codices, Samaritan Pentateuch, Septuagint, Syriac, and Vulgate. Some Jewish commentators explain it as being only "the sons", because Naphtali had more daughters than sons, and in Gen 49:51 is likened to a female (hind). Hence in Numbers 26:64 it is said, the "men" died (but the women multiplied).

43.

Those that were numbered of them, even of the tribe of Naphtali, were fifty and three thousand and four hundred.

44.

These are those that were numbered, which Moses and Aaron numbered, and the princes of Israel, being twelve men: each one was for the house of his fathers.

twelve men: one man for one tribe (Numbers 1:4 ).
men. Hebrew ' Ish . App-14 .

45.

So were all those that were numbered of the children of Israel, by the house of their fathers, from twenty years old and upward, all that were able to go forth to war in Israel;

46.

Even all they that were numbered were six hundred thousand and three thousand and five hundred and fifty.

all they. The number in Exodus 12:37 is not "exaggerated", as the number here had increased since then; moreover, the numbers here coincide with the numbers of the half-shekels, which had been contributed by them in Exodus 30:14 with Exodus 38:25 , Exodus 38:26 , before the tabernacle was set up. Compare Exodus 38:25 with Exodus 40:17 .

47.

But the Levites after the tribe of their fathers were not numbered among them.

Levites not numbered here with the nation, but separately in Numbers 3:14-29 .

48.

For the LORD had spoken unto Moses, saying,

spoken. See note on Numbers 1:1 .

49.

Only thou shalt not number the tribe of Levi, neither take the sum of them among the children of Israel:

50.

But thou shalt appoint the Levites over the tabernacle of testimony, and over all the vessels thereof, and over all things that belong to it: they shall bear the tabernacle, and all the vessels thereof; and they shall minister unto it, and shall encamp round about the tabernacle.

tabernacle = habitation. Hebrew. mishkan. See App-40 .

51.

And when the tabernacle setteth forward, the Levites shall take it down: and when the tabernacle is to be pitched, the Levites shall set it up: and the stranger that cometh nigh shall be put to death.

put to death. Probably by Jehovah. Compare 1 Chronicles 13:10 .

52.

And the children of Israel shall pitch their tents, every man by his own camp, and every man by his own standard, throughout their hosts.

53.

But the Levites shall pitch round about the tabernacle of testimony, that there be no wrath upon the congregation of the children of Israel: and the Levites shall keep the charge of the tabernacle of testimony.

pitch = encamp.
that there be no wrath: i.e. no judgment from God. "wrath" put by Figure of speech Metonymy (of Cause) for the judgment inflicted. App-6 . Hebrew. kazaph. First occurrence.

54.

And the children of Israel did according to all that the LORD commanded Moses, so did they.