After the plague at Baal Peor, God commands a second census — a new generation's count. The total is 601,730, slightly lower than the first census. Tribe-by-tribe comparisons reveal dramatic shifts: Simeon drops from 59,300 to 22,200, while Manasseh nearly doubles. Land allocation by lot is commanded, proportional to tribal size. The chapter closes with the Levitical census and the statement that no one from the first census remains except Caleb and Joshua.
What Makes This Chapter Remarkable
This census is a generational audit. The parameters deliberately mirror Numbers 1 — the same idiom se'u et-rosh ('lift the head'), the same twenty-year military threshold — inviting comparison between the two generations. The most devastating line comes last: 'among these there was not a man of those who were counted by Moses and Aaron the priest when they counted the Israelites in the Sinai wilderness' (v. 64). An entire generation has been replaced. Eleazar replaces Aaron as the priestly partner, marking the succession.
Translation Friction
The phrase tippol nachalatam ('their inheritance shall fall,' v. 56) uses nafal ('to fall') as a technical term for lot-casting and divine territorial allocation. We rendered it 'be allotted,' since the English 'fall' may suggest accident rather than divine determination. Simeon's catastrophic decline — from 59,300 to 22,200 — is presented without commentary, but its proximity to the Baal Peor plague strongly implies a connection.
Connections
The census mirrors Numbers 1:1-46 in structure and terminology, enabling direct comparison. The Zelophehad notice (v. 33) — mentioning his daughters by name — sets up the inheritance petition in Numbers 27:1-11. Caleb and Joshua's survival (v. 65) fulfills the promise of Numbers 14:30. The land-by-lot principle (vv. 55-56) will govern the allotment described in Joshua 13-21.
From nagaf ('to strike, smite'); a divinely-sent epidemic as judgment for the Baal Peor apostasy
Translator Notes
The hammageifah ('the plague') refers to the devastating epidemic at Baal Peor (Numbers 25:9) that killed 24,000. This second census takes place in the aftermath — the people must be recounted because the first generation has perished. Notably, Eleazar replaces his father Aaron (who died in Numbers 20:28) as the priestly partner in the census, marking the generational transition.
Count the entire Israelite community by their ancestral households — every male from twenty years old and above who is eligible for military service in Israel.
KJV Take the sum of all the congregation of the children of Israel, from twenty years old and upward, throughout their fathers' house, all that are able to go to war in Israel.
Notes & Key Terms
1 term
Key Terms
שְׂאוּ אֶת־רֹאשׁse'u et-rosh
"count"—lift the head, take a census, count, number
Literally 'lift the head of'; a dignifying idiom for census-taking that treats each person as individually significant
Translator Notes
The idiom se'u et-rosh ('lift the head') means 'take a count/census.' The census parameters match Numbers 1:2-3 exactly: mibben esrim shanah vama'lah ('from twenty years and above'), leveit avotam ('by their ancestral households'), and kol-yotze tzava ('all going out to the army'). This deliberate mirroring invites comparison between the two generations.
Moses and Eleazar the priest addressed them in the plains of Moab, beside the Jordan across from Jericho:
KJV And Moses and Eleazar the priest spake with them in the plains of Moab by Jordan near Jericho, saying,
Notes & Key Terms
Translator Notes
The location be'arvot Mo'av ('in the plains/steppes of Moab') al-Yarden Yerecho ('by the Jordan at Jericho') places this census at the doorstep of the Promised Land — geographically opposite to the first census at Sinai. The name arvot ('plains, arid steppes') describes the flat terrain east of the Jordan near the Dead Sea.
From twenty years old and above, just as the LORD had commanded Moses. These are the Israelites who came out of the land of Egypt:
KJV Take the sum of the people, from twenty years old and upward; as the LORD commanded Moses and the children of Israel, which went forth out of the land of Egypt.
Notes & Key Terms
Translator Notes
The phrase ka'asher tzivvah YHVH et-Mosheh ('as the LORD commanded Moses') grounds the census in divine authority. The closing reference uvenei Yisra'el hayyotze'im me'eretz Mitzrayim ('and the Israelites who went out from the land of Egypt') transitions from instructions to the actual census list, beginning with the exodus generation's descendants.
Reuben, Israel's firstborn. The descendants of Reuben: from Hanoch, the Hanochite clan; from Pallu, the Palluite clan.
KJV Reuben, the eldest son of Israel: the children of Reuben; Hanoch, of whom cometh the family of the Hanochites: of Pallu, the family of the Palluites:
Notes & Key Terms
1 term
Key Terms
מִשְׁפָּחָהmishpachah
"clan"—clan, family, extended family group, sub-tribe
The intermediate social unit between the tribe (matteh/shevet) and the household (beit av)
Translator Notes
The census begins with Re'uven bekhor Yisra'el ('Reuben, firstborn of Israel'), honoring the birth order despite Reuben's loss of the firstborn privileges (Genesis 49:3-4). Each son generates a mishpachah ('clan/family') with a gentilic adjective — HaChanokhi ('the Hanochite'). The clan structure tracks tribal subdivisions for military organization and land allocation.
From Hezron, the Hezronite clan; from Carmi, the Carmite clan.
KJV Of Hezron, the family of the Hezronites: of Carmi, the family of the Carmites.
Notes & Key Terms
Translator Notes
Chetzron and Karmi complete Reuben's four clans. These names are consistent with Genesis 46:9 and Exodus 6:14, maintaining genealogical continuity across the Torah. The gentilic forms (HaChetzroni, HaKarmi) use the standard -i suffix to denote clan membership.
These are the Reubenite clans. Their registered total was 43,730.
KJV These are the families of the Reubenites: and they that were numbered of them were forty and three thousand and seven hundred and thirty.
Notes & Key Terms
Translator Notes
Reuben's second census total of 43,730 represents a decrease from the first census figure of 46,500 (Numbers 1:21) — a loss of 2,770. The term pequdehem ('their registered ones, their counted ones') derives from paqad ('to attend to, number, muster'). The decline may reflect the toll of wilderness judgments on this tribe.
Numbers 26:8
וּבְנֵ֥י פַלּ֖וּא אֱלִיאָֽב׃
The son of Pallu was Eliab.
KJV And the sons of Pallu; Eliab.
Notes & Key Terms
Translator Notes
The singular benei Pallu ('sons of Pallu') yielding only Eli'av ('my God is father') narrows the genealogy to a single line of descent. This brevity sets up the important digression in verses 9-11 about Dathan, Abiram, and Korah — figures from this very clan.
The sons of Eliab were Nemuel, Dathan, and Abiram. These are the same Dathan and Abiram — chosen representatives of the community — who contended against Moses and Aaron as part of Korah's faction when they challenged the LORD.
KJV And the sons of Eliab; Nemuel, and Dathan, and Abiram. This is that Dathan and Abiram, which were famous in the congregation, who strove against Moses and against Aaron in the company of Korah, when they strove against the LORD:
Notes & Key Terms
Translator Notes
The parenthetical hu-Datan va'Aviram ('this is the same Dathan and Abiram') inserts a historical cross-reference into the census list. They were qeri'ei ha'edah ('the ones called/summoned by the community') — prominent leaders, not obscure figures. The ketiv-qere variant (qrw'y / qeri'ei) reflects textual transmission history. Their rebellion ba'adat-Qorach ('in the faction of Korah') is narrated in Numbers 16.
The earth opened its mouth and swallowed them along with Korah, when that faction died — when the fire consumed two hundred and fifty men. They became a warning sign.
KJV And the earth opened her mouth, and swallowed them up together with Korah, when that company died, what time the fire devoured two hundred and fifty men: and they became a sign.
Notes & Key Terms
Translator Notes
The vivid vatiftach ha'aretz et-piha ('the earth opened its mouth') personifies the ground as an agent of divine judgment. The phrase vayyihyu lanes ('they became a sign/warning') indicates their fate served as an enduring cautionary example. The word nes here means 'warning sign' or 'signal' rather than its later sense of 'miracle.' The death of the 250 incense-burners by fire (ba'akhol ha'esh) is distinct from the ground's swallowing of Korah.
Numbers 26:11
וּבְנֵי־קֹ֖רַח לֹא־מֵֽתוּ׃ {ס}
But Korah's descendants did not die.
KJV Notwithstanding the children of Korah died not.
Notes & Key Terms
Translator Notes
This brief but theologically significant note — uvenei-Qorach lo-metu ('the sons of Korah did not die') — explains how Korahite clans survived to become Temple singers and psalm composers (see Psalm titles: 42, 44-49, 84-85, 87-88). God's judgment targeted the rebels, not their innocent offspring, demonstrating that guilt is not automatically inherited.
The descendants of Simeon by their clans: from Nemuel, the Nemuelite clan; from Jamin, the Jaminite clan; from Jachin, the Jachinite clan.
KJV The sons of Simeon after their families: of Nemuel, the family of the Nemuelites: of Jamin, the family of the Jaminites: of Jachin, the family of the Jachinites:
Notes & Key Terms
Translator Notes
Simeon's clan list here differs from Genesis 46:10 — Ohad is absent (perhaps absorbed into another clan), and the names show slight variations (Nemuel vs. Jemuel). The lemishpechotam ('by their clans') introduces the standard clan-listing formula that repeats for each tribe.
From Zerah, the Zerahite clan; from Shaul, the Shaulite clan.
KJV Of Zerah, the family of the Zarhites: of Shaul, the family of the Shaulites.
Notes & Key Terms
Translator Notes
Zerach and Sha'ul complete Simeon's five surviving clans (down from six in Genesis 46:10). Sha'ul is identified in Genesis 46:10 as the son of a Canaanite woman, making him unique among the tribal ancestors. The clan name haZarchi uses the standard gentilic suffix.
These are the Simeonite clans. Their total was 22,200.
KJV These are the families of the Simeonites, twenty and two thousand and two hundred.
Notes & Key Terms
Translator Notes
Simeon suffered the most dramatic decline of any tribe: from 59,300 (Numbers 1:23) to 22,200 — a loss of 37,100, nearly 63%. Rabbinic tradition connects this massive reduction to the Baal Peor incident, where the ringleader Zimri was a Simeonite leader (Numbers 25:14). Simeon would later be absorbed into Judah's territory (Joshua 19:1).
The descendants of Gad by their clans: from Zephon, the Zephonite clan; from Haggi, the Haggite clan; from Shuni, the Shunite clan.
KJV The children of Gad after their families: of Zephon, the family of the Zephonites: of Haggi, the family of the Haggites: of Shuni, the family of the Shunites:
Notes & Key Terms
Translator Notes
Gad's clan list begins with Tzefon (called Ziphion in Genesis 46:16), a name possibly meaning 'watchman' or 'north.' Gad had seven clans — a large number reflecting the tribe's military significance (cf. Genesis 49:19, 'a raiding band shall raid him'). The gentilic HaTzefoni follows the standard pattern.
From Ozni, the Oznite clan; from Eri, the Erite clan.
KJV Of Ozni, the family of the Oznites: of Eri, the family of the Erites:
Notes & Key Terms
Translator Notes
Ozni (called Ezbon in Genesis 46:16) and Eri continue Gad's clan listings. The name Ozni may derive from ozen ('ear'), possibly meaning 'attentive.' These variant name forms between Genesis and Numbers reflect natural development in oral and scribal transmission.
From Arod, the Arodite clan; from Areli, the Arelite clan.
KJV Of Arod, the family of the Arodites: of Areli, the family of the Arelites.
Notes & Key Terms
Translator Notes
Arod (called Arodi in Genesis 46:16) and Ar'eli complete Gad's seven clans. Ar'eli may mean 'lion of God' (ari + El), though the etymology is uncertain. The slight name variations (Arodi/Arod) between Genesis and Numbers show the flexibility of Hebrew name forms.
These are the clans of the Gadites. Their registered total was 40,500.
KJV These are the families of the children of Gad according to those that were numbered of them, forty thousand and five hundred.
Notes & Key Terms
Translator Notes
Gad decreased from 45,650 (Numbers 1:25) to 40,500 — a reduction of 5,150. The term lifqudehem ('according to their registered ones') uses the same counting vocabulary as verse 7. Gad would later settle east of the Jordan in the territory of Gilead (Numbers 32).
The sons of Judah included Er and Onan, but Er and Onan died in the land of Canaan.
KJV The sons of Judah were Er and Onan: and Er and Onan died in the land of Canaan.
Notes & Key Terms
Translator Notes
The census pauses to note that Er and Onan — Judah's firstborn and second son — vayamot ('died') be'eretz Kena'an ('in the land of Canaan') before the descent to Egypt. Their deaths (Genesis 38:7-10) eliminated two potential clan lines. Judah's surviving clans descend from his remaining sons Shelah, Perez, and Zerah.
The descendants of Judah by their clans: from Shelah, the Shelanite clan; from Perez, the Perezite clan; from Zerah, the Zerahite clan.
KJV And the sons of Judah after their families were; of Shelah, the family of the Shelanites: of Pharez, the family of the Pharzites: of Zerah, the family of the Zarhites.
Notes & Key Terms
Translator Notes
Judah's three surviving sons generate three primary clans. Peretz ('breach') — born when he 'broke through' before his twin Zerah (Genesis 38:29) — becomes the dominant line through which David and the Messianic lineage descend. The clan of Shelah appears first, following birth order among the survivors.
The sons of Perez were: from Hezron, the Hezronite clan; from Hamul, the Hamulite clan.
KJV And the sons of Pharez were; of Hezron, the family of the Hezronites: of Hamul, the family of the Hamulites.
Notes & Key Terms
Translator Notes
Perez's sub-clans Chetzron and Chamul represent a second level of genealogical depth — clans within a clan. Chetzron's line is especially important: through him come Ram, Amminadab, Nahshon (the tribal prince), and eventually David (Ruth 4:18-22). This extra genealogical layer signals Judah's growing prominence.
These are the clans of Judah. Their registered total was 76,500.
KJV These are the families of Judah according to those that were numbered of them, threescore and sixteen thousand and five hundred.
Notes & Key Terms
Translator Notes
Judah increased from 74,600 (Numbers 1:27) to 76,500 — a gain of 1,900. Judah remains the largest tribe in both censuses, befitting its role as the leading tribe in march order (Numbers 2:3) and Jacob's royal blessing (Genesis 49:8-12). The term 'threescore' in the KJV renders shishah veshiv'im ('six and seventy').
The descendants of Issachar by their clans: from Tola, the Tolaite clan; from Puah, the Punite clan.
KJV Of the sons of Issachar after their families: of Tola, the family of the Tolaites: of Pua, the family of the Punites:
Notes & Key Terms
Translator Notes
Issachar's clans begin with Tola ('worm, crimson') — a name associated with the crimson dye-producing insect. Puvah (here leFuvah, with the gentilic HaPuni) shows a variant spelling from Genesis 46:13's Puvvah. The four Issachar clans remain stable between the two census lists.
From Jashub, the Jashubite clan; from Shimron, the Shimronite clan.
KJV Of Jashub, the family of the Jashubites: of Shimron, the family of the Shimronites.
Notes & Key Terms
Translator Notes
Yashuv (called Iob/Job in Genesis 46:13) and Shimron complete Issachar's four clans. The name Yashuv means 'he returns,' while Shimron may relate to shamar ('to guard/watch'). The variant Iob/Yashuv represents a more significant name change than most — possibly reflecting an alternative family tradition.
These are the Issachar clans. Their registered total was 64,300.
KJV These are the families of Issachar according to those that were numbered of them, threescore and four thousand and three hundred.
Notes & Key Terms
Translator Notes
Issachar experienced significant growth: from 54,400 (Numbers 1:29) to 64,300 — a gain of 9,900, among the largest increases. The Hebrew arba'ah veshishim elef ('four and sixty thousand') uses the typical Hebrew number order (units before tens).
The descendants of Zebulun by their clans: from Sered, the Seredite clan; from Elon, the Elonite clan; from Jahleel, the Jahleelite clan.
KJV Of the sons of Zebulun after their families: of Sered, the family of the Sardites: of Elon, the family of the Elonites: of Jahleel, the family of the Jahleelites.
Notes & Key Terms
Translator Notes
Zebulun has only three clans — the fewest among the twelve tribes (excluding Levi). Sered, Elon ('oak/terebinth'), and Yachle'el ('God waits/hopes') are consistent with Genesis 46:14. Despite having few clans, Zebulun maintained a respectable population.
These are the Zebulunite clans. Their registered total was 60,500.
KJV These are the families of the Zebulunites according to those that were numbered of them, threescore thousand and five hundred.
Notes & Key Terms
Translator Notes
Zebulun grew from 57,400 (Numbers 1:31) to 60,500 — an increase of 3,100. The tribe maintained strong numbers despite having only three clans, suggesting robust population growth within each clan. The KJV 'threescore' renders the Hebrew shishshim ('sixty').
The descendants of Joseph by their clans were Manasseh and Ephraim.
KJV The sons of Joseph after their families were Manasseh and Ephraim.
Notes & Key Terms
Translator Notes
Joseph's two sons Menasheh and Efrayim each constitute a full tribe — Jacob's adoption of them (Genesis 48:5) effectively gave Joseph a double portion. Here Menasheh is listed first (birth order), though Ephraim received the primary blessing (Genesis 48:14-20). Together they replace the single 'tribe of Joseph.'
The descendants of Manasseh: from Machir, the Machirite clan — and Machir fathered Gilead; from Gilead, the Gileadite clan.
KJV Of the sons of Manasseh: of Machir, the family of the Machirites: and Machir begat Gilead: of Gilead come the family of the Gileadites.
Notes & Key Terms
Translator Notes
Manasseh's genealogy traces through a single line: Menasheh → Makhir → Gil'ad, then branches into six sub-clans (vv. 30-32). Makhir ('sold') was Manasseh's only son. Gil'ad ('rocky region') gives his name to the Transjordanian territory. The verb holid ('fathered, begot') marks the generational descent.
These are the sons of Gilead: from Iezer, the Iezerite clan; from Helek, the Helekite clan.
KJV These are the sons of Gilead: of Jeezer, the family of the Jeezerites: of Helek, the family of the Helekites:
Notes & Key Terms
Translator Notes
Gilead's sub-clans begin with I'ezer (abbreviated from Avi'ezer, 'my father is help') and Chelek ('portion'). These names recur in the land allocation of Joshua 17:2, where each Gileadite clan receives its territorial portion. The I'ezerite clan is associated with Gideon's family (Judges 6:11).
From Asriel, the Asrielite clan; from Shechem, the Shechemite clan.
KJV And of Asriel, the family of the Asrielites: and of Shechem, the family of the Shechemites:
Notes & Key Terms
Translator Notes
Asri'el ('God has blessed me/vow of God') and Shekhem ('shoulder, ridge') continue the Gileadite sub-clans. The name Shekhem connects this clan to the important central Canaanite city, though the relationship between the personal name and the place is debated.
From Shemida, the Shemidaite clan; from Hepher, the Hepherite clan.
KJV And of Shemida, the family of the Shemidaites: and of Hepher, the family of the Hepherites.
Notes & Key Terms
Translator Notes
Shemida ('name has known' or 'fame') and Chefer ('pit, well') complete the six Gileadite sub-clans of Manasseh. Chefer's clan is singled out in the next verse because of the Zelophehad inheritance case — one of the Torah's most significant precedents regarding women's property rights.
Zelophehad son of Hepher had no sons — only daughters. The names of Zelophehad's daughters were Mahlah, Noah, Hoglah, Milcah, and Tirzah.
KJV And Zelophehad the son of Hepher had no sons, but daughters: and the names of the daughters of Zelophehad were Mahlah, and Noah, Hoglah, Milcah, and Tirzah.
Notes & Key Terms
Translator Notes
This genealogical note — lo-hayu lo vanim ki im-banot ('he had no sons, only daughters') — anticipates the landmark legal case in Numbers 27:1-11 where these five women petition for and receive inheritance rights. Their individual naming (Machlah, No'ah, Choglah, Milkah, Tirtzah) is unusual in census lists and underscores their legal significance. The name Tzelofchad may mean 'shadow of fear' or 'protection from dread.'
These are the Manassite clans. Their registered total was 52,700.
KJV These are the families of Manasseh, and those that were numbered of them, fifty and two thousand and seven hundred.
Notes & Key Terms
Translator Notes
Manasseh experienced the largest growth of any tribe: from 32,200 (Numbers 1:35) to 52,700 — an increase of 20,500, or nearly 64%. This dramatic rise reversed the first census pattern where Ephraim was larger. Manasseh's expansion justified its claim to extensive Transjordanian territory.
These are the descendants of Ephraim by their clans: from Shuthelah, the Shuthelahite clan; from Becher, the Becherite clan; from Tahan, the Tahanite clan.
KJV These are the sons of Ephraim after their families: of Shuthelah, the family of the Shuthalhites: of Becher, the family of the Bachrites: of Tahan, the family of the Tahanites.
Notes & Key Terms
Translator Notes
Ephraim's three primary clans — Shutelach, Bekher ('firstborn'), and Tachan — are fewer than Manasseh's six sub-clans. The name Shutelach is of uncertain etymology; Tachan may mean 'encampment' or 'grace.' Ephraim's clan structure is simpler than Manasseh's multi-level genealogy.
These are the sons of Shuthelah: from Eran, the Eranite clan.
KJV And these are the sons of Shuthelah: of Eran, the family of the Eranites.
Notes & Key Terms
Translator Notes
Shuthelah produces one sub-clan through Eran ('watchful'), paralleling the Perez sub-clans in Judah (v. 21). This additional genealogical layer, present only for select clans, indicates which family lines achieved sufficient size and prominence to warrant independent recognition.
These are the Ephraimite clans. Their registered total was 32,500. These are the descendants of Joseph by their clans.
KJV These are the families of the sons of Ephraim according to those that were numbered of them, thirty and two thousand and five hundred. These are the sons of Joseph after their families.
Notes & Key Terms
Translator Notes
Ephraim declined from 40,500 (Numbers 1:33) to 32,500 — a loss of 8,000. Combined with Manasseh's surge, the 'house of Joseph' dynamic shifted: Manasseh (52,700) now far exceeds Ephraim (32,500), reversing Jacob's preferential blessing of Ephraim. The closing phrase elleh venei-Yosef lemishpechotam ('these are Joseph's descendants by their clans') brackets the two half-tribes as one unit.
The descendants of Benjamin by their clans: from Bela, the Belaite clan; from Ashbel, the Ashbelite clan; from Ahiram, the Ahiramite clan.
KJV The sons of Benjamin after their families: of Bela, the family of the Belaites: of Ashbel, the family of the Ashbelites: of Ahiram, the family of the Ahiramites:
Notes & Key Terms
Translator Notes
Benjamin lists five clans (with two sub-clans in v. 40), making seven total. Bela ('swallowing'), Ashbel, and Achiram (possibly the same as Ehi in Genesis 46:21) begin the list. Benjamin's clan names show the most variation between Genesis and Numbers of any tribe, likely reflecting clan mergers and name changes over the generations.
From Shephupham, the Shuphamite clan; from Hupham, the Huphamite clan.
KJV Of Shupham, the family of the Shuphamites: of Hupham, the family of the Huphamites.
Notes & Key Terms
Translator Notes
Shefufam (gentilic HaShufami) and Chufam complete Benjamin's primary clans. These names correspond to Muppim and Huppim in Genesis 46:21, with significant phonetic variation. The gentilic forms normalize these variant spellings into standardized clan designations.
The sons of Bela were Ard and Naaman: from Ard, the Ardite clan; from Naaman, the Naamite clan.
KJV And the sons of Bela were Ard and Naaman: of Ard, the family of the Ardites: and of Naaman, the family of the Naamites.
Notes & Key Terms
Translator Notes
Bela's sub-clans Ard and Na'aman ('pleasant, gracious') create a second genealogical tier within Benjamin, similar to Perez's sub-clans in Judah. Na'aman's name means 'pleasantness' — the same root as the later Aramean general's name (2 Kings 5). These seven total Benjaminite clans sustained a tribe that would produce Israel's first king.
These are the Benjaminite clans. Their registered total was 45,600.
KJV These are the sons of Benjamin after their families: and they that were numbered of them were forty and five thousand and six hundred.
Notes & Key Terms
Translator Notes
Benjamin grew from 35,400 (Numbers 1:37) to 45,600 — an increase of 10,200, the second-largest gain after Manasseh. This growth is especially notable given Benjamin's small initial size. The tribe's expansion foreshadowed its later disproportionate influence in Israel's history, producing King Saul and the apostle Paul.
The descendants of Dan by their clans: from Shuham, the Shuhamite clan. These are the clans of Dan by their families.
KJV These are the sons of Dan after their families: of Shuham, the family of the Shuhamites. These are the families of Dan after their families.
Notes & Key Terms
Translator Notes
Dan has only a single clan — Shucham (called Hushim in Genesis 46:23). Despite this remarkably simple genealogical structure, Dan was one of the largest tribes (v. 43). The repetitive phrasing elleh mishpechot Dan lemishpechotam ('these are Dan's clans by their families') fills the space where other tribes list multiple clans.
All the Shuhamite clans totaled 64,400 in their registration.
KJV All the families of the Shuhamites, according to those that were numbered of them, were threescore and four thousand and four hundred.
Notes & Key Terms
Translator Notes
Dan grew slightly from 62,700 (Numbers 1:39) to 64,400 — an increase of 1,700. Despite having only one clan, Dan was the second-largest tribe (after Judah's 76,500). The phrase kol-mishpechot haShuchami ('all the clans of the Shuhamites') uses the plural even though only one clan name is given, possibly indicating internal sub-divisions not formally listed.
The descendants of Asher by their clans: from Imnah, the Imnite clan; from Ishvi, the Ishvite clan; from Beriah, the Beriite clan.
KJV Of the children of Asher after their families: of Jimna, the family of the Jimnites: of Jesui, the family of the Jesuites: of Beriah, the family of the Beriites.
Notes & Key Terms
Translator Notes
Asher's three primary clans — Yimnah ('prosperity, right hand'), Yishvi ('equal, level'), and Beri'ah ('in evil/misfortune' or 'excellence') — are supplemented by Beriah's sub-clans in verse 45. A fourth son, Ishuah, listed in Genesis 46:17, is absent here — his line may have died out or been absorbed into another clan.
Among the sons of Beriah: from Heber, the Heberite clan; from Malchiel, the Malchielite clan.
KJV Of the sons of Beriah: of Heber, the family of the Heberites: of Malchiel, the family of the Malchielites.
Notes & Key Terms
Translator Notes
Beriah's sub-clans Chever ('companion, associate') and Malki'el ('my king is God') add depth to Asher's genealogy. Malki'el is a theophoric name expressing devotion to God as king — one of several such names in the census. These five total Asherite clans (three primary plus two sub-clans) sustained a mid-sized tribe.
Numbers 26:46
וְשֵׁ֥ם בַּת־אָשֵׁ֖ר שָֽׂרַח׃
The name of Asher's daughter was Serah.
KJV And the name of the daughter of Asher was Sarah.
Notes & Key Terms
Translator Notes
This brief note — veshem bat-Asher Serach — is remarkable: Serah is one of very few women named in a census list. She also appears in Genesis 46:17, suggesting she held a uniquely honored position in tribal memory. Rabbinic tradition attributes extraordinary longevity and wisdom to her. Her presence in a military census list is striking and unexplained in the text.
These are the Asherite clans. Their registered total was 53,400.
KJV These are the families of the sons of Asher according to those that were numbered of them; who were fifty and three thousand and four hundred.
Notes & Key Terms
Translator Notes
Asher grew from 41,500 (Numbers 1:41) to 53,400 — a substantial increase of 11,900. This makes Asher one of the fastest-growing tribes, consistent with Moses' later blessing that Asher would be 'most blessed of sons' and would 'dip his foot in oil' (Deuteronomy 33:24).
The descendants of Naphtali by their clans: from Jahzeel, the Jahzeelite clan; from Guni, the Gunite clan.
KJV Of the sons of Naphtali after their families: of Jahzeel, the family of the Jahzeelites: of Guni, the family of the Gunites:
Notes & Key Terms
Translator Notes
Naphtali's four clans begin with Yachtze'el ('God apportions') and Guni ('my protector' or 'painted/colored'). These names are consistent with Genesis 46:24. Naphtali's territory would later occupy the fertile Galilee region — the area where much of Jesus' ministry would take place centuries later.
From Jezer, the Jezerite clan; from Shillem, the Shillemite clan.
KJV Of Jezer, the family of the Jezerites: of Shillem, the family of the Shillemites.
Notes & Key Terms
Translator Notes
Yetzer ('form, inclination') and Shillem ('recompense, repayment') complete Naphtali's four clans. The name Shillem shares the root sh-l-m with shalom and shelamim, connecting to concepts of completion and wholeness. Naphtali's compact four-clan structure mirrors Issachar's.
These are the Naphtali clans by their families. Their registered total was 45,400.
KJV These are the families of Naphtali according to their families: and they that were numbered of them were forty and five thousand and four hundred.
Notes & Key Terms
Translator Notes
Naphtali decreased from 53,400 (Numbers 1:43) to 45,400 — a loss of 8,000. This significant decline parallels Ephraim's reduction. The phrase chamishshah ve'arba'im elef ('forty-five thousand') concludes the tribal census proper before the grand total in verse 51.
These were the total registered Israelites: 601,730.
KJV These were the numbered of the children of Israel, six hundred thousand and a thousand seven hundred and thirty.
Notes & Key Terms
Translator Notes
The grand total of 601,730 is remarkably close to the first census total of 603,550 (Numbers 1:46) — a net decrease of only 1,820 despite the massive losses to plague, war, and divine judgment. The Hebrew shesh-me'ot elef va'elef sheva me'ot usheloshim ('six hundred thousand and a thousand, seven hundred and thirty') expresses the figure in a distinctive compound form. The near-stability of the overall population amid dramatic individual tribal shifts demonstrates divine faithfulness to the patriarchal promise of numerous descendants.
Numbers 26:52
וַיְדַבֵּ֥ר יְהֹוָ֖ה אֶל־מֹשֶׁ֥ה לֵּאמֹֽר׃
The LORD spoke to Moses:
KJV And the LORD spake unto Moses, saying,
Notes & Key Terms
Translator Notes
The divine speech formula transitions from the census enumeration to its practical purpose — land allocation. The census was not merely demographic record-keeping but the basis for dividing the inheritance of the Promised Land among the tribes.
Denotes not just property but covenantal land-grant; inalienable tribal territory tied to God's promise
Translator Notes
The verb techalek ('shall be divided/apportioned') from chalaq ('to divide, distribute') establishes the census-to-land connection. The phrase bemispar shemot ('by the number of names') means each person counted represents a claim on the land. The nachalah ('inheritance') is not mere property but a covenantal grant — permanent tribal territory within the Promised Land.
To the larger group, increase its inheritance; to the smaller group, reduce its inheritance. Each tribe receives its inheritance proportional to its registered count.
KJV To many thou shalt give the more inheritance, and to few thou shalt give the less inheritance: to every one shall his inheritance be given according to those that were numbered of him.
Notes & Key Terms
Translator Notes
The principle is proportional allocation: larav tarbeh nachalato ('for the many, increase its inheritance') and lam'at tam'it nachalato ('for the few, reduce its inheritance'). The verbs tarbeh and tam'it ('increase' and 'decrease') create a balanced pair. This ensures demographic fairness — larger tribes receive more land to support their population, smaller tribes less.
However, the land is to be distributed by lot. They will receive their inheritance according to the names of their ancestral tribes.
KJV Notwithstanding the land shall be divided by lot: according to the names of the tribes of their fathers they shall inherit.
Notes & Key Terms
1 term
Key Terms
גּוֹרָלgoral
"lot"—lot, portion assigned by lot, fate, destiny
A decision-making device believed to reveal divine will; possibly stones or sticks drawn from a container
Translator Notes
The akh ('however, only') introduces a qualification: despite the proportional principle, the actual location of each tribe's allotment is determined begoral ('by lot'). The goral ('lot') introduces a divine element — God controls the outcome (Proverbs 16:33). This creates a dual system: lot determines where; population size determines how much. The phrase lishemot mattot-avotam ('according to the names of their ancestral tribes') maintains tribal cohesion.
By the decision of the lot, each inheritance is to be apportioned, whether the tribe is large or small.
KJV According to the lot shall the possession thereof be divided between many and few.
Notes & Key Terms
Translator Notes
The phrase al-pi haGoral ('according to the mouth/decision of the lot') personifies the lot as having a 'mouth' — it speaks God's will. The final bein rav lim'at ('between many and few') reaffirms that both large and small tribes participate in the same lot-based system. This concludes the land-allocation legislation triggered by the census.
These are the registered Levites by their clans: from Gershon, the Gershonite clan; from Kohath, the Kohathite clan; from Merari, the Merarite clan.
KJV And these are they that were numbered of the Levites after their families: of Gershon, the family of the Gershonites: of Kohath, the family of the Kohathites: of Merari, the family of the Merarites.
Notes & Key Terms
Translator Notes
The Levites receive a separate census because they receive no territorial inheritance (v. 62). The three primary Levitical divisions — Gershon, Qehat, and Merari — trace to Levi's three sons (Genesis 46:11). Each had distinct tabernacle responsibilities: Gershonites handled the tent fabrics, Kohathites the sacred furniture, and Merarites the structural framework.
These are the Levitical clans: the Libnite clan, the Hebronite clan, the Mahlite clan, the Mushite clan, and the Korahite clan. Kohath fathered Amram.
KJV These are the families of the Levites: the family of the Libnites, the family of the Hebronites, the family of the Mahlites, the family of the Mushites, the family of the Korathites. And Kohath begat Amram.
Notes & Key Terms
Translator Notes
Five Levitical sub-clans are listed without being assigned to their parent divisions — HaLibni (from Gershon), HaChevroni and HaQorchi (from Kohath), HaMachli and HaMushi (from Merari). The genealogical note uQehat holid et-Amram ('Kohath fathered Amram') transitions to the priestly lineage. This bridges from tribal census to priestly succession.
The name of Amram's wife was Jochebed, a daughter of Levi who was born to Levi in Egypt. She bore to Amram: Aaron, Moses, and their sister Miriam.
KJV And the name of Amram's wife was Jochebed, the daughter of Levi, whom her mother bare to Levi in Egypt: and she bare unto Amram Aaron and Moses, and Miriam their sister.
Notes & Key Terms
Translator Notes
Yokheved ('YHVH is glory') is remarkable as the first person in the Torah with a name containing the divine name element Yo-. She is identified as bat-Levi ('a daughter of Levi'), meaning a descendant of the tribe. The phrase asher yaldah otah leLevi beMitzrayim ('who was born to Levi in Egypt') locates her birth in Egypt. She bore Israel's three most important leaders: Aharon (priest), Mosheh (prophet/lawgiver), and Miryam (prophetess).
To Aaron were born Nadab, Abihu, Eleazar, and Ithamar.
KJV And unto Aaron was born Nadab, and Abihu, Eleazar, and Ithamar.
Notes & Key Terms
Translator Notes
Aaron's four sons are listed in birth order: Nadav ('generous'), Avihu ('he is my father'), El'azar ('God has helped'), and Itamar ('palm coast'). The passive vayyivvaled ('were born') emphasizes the divine gift of progeny. The first two will be noted as dead in the next verse, leaving the priestly line to continue through the latter two.
Fire or incense not prescribed by God's explicit command; the nature of the violation is debated
Translator Notes
The phrase behaqqrivam esh-zarah ('when they brought near foreign/strange fire') refers to the catastrophic incident of Leviticus 10:1-2. The esh zarah ('unauthorized/alien fire') violated the prescribed method of offering. Their death lifnei YHVH ('before the LORD') — in the very sanctuary where God's presence dwelled — made it a paradigmatic warning about sacred boundaries.
Their registered total was 23,000 — every male from one month old and above. They were not counted among the other Israelites because no territorial inheritance was given to them among the Israelites.
KJV And those that were numbered of them were twenty and three thousand, all males from a month old and upward: for they were not numbered among the children of Israel, because there was no inheritance given them among the children of Israel.
Notes & Key Terms
Translator Notes
The Levites totaled 23,000, up from 22,000 at the first census (Numbers 3:39) — a modest gain of 1,000. Two key differences from the tribal census: (1) they were counted mibben-chodesh vama'lah ('from one month old and above') rather than twenty years, and (2) they received no nachalah ('inheritance') because God Himself was their inheritance (Numbers 18:20). The phrase lo hotpaqdu betokh benei-Yisra'el ('they were not counted among the Israelites') explains their separate enumeration.
These are those registered by Moses and Eleazar the priest when they counted the Israelites in the plains of Moab beside the Jordan, across from Jericho.
KJV These are they that were numbered by Moses and Eleazar the priest, who numbered the children of Israel in the plains of Moab by Jordan near Jericho.
Notes & Key Terms
Translator Notes
The concluding formula mirrors the opening (v. 3), creating an inclusio — paqdu et-benei Yisra'el be'arvot Mo'av ('they counted the Israelites in the plains of Moab'). Moses and Eleazar jointly conducted this census, as Aaron had jointly conducted the first with Moses (Numbers 1:3). The geographic marker al Yarden Yerecho ('by the Jordan at Jericho') emphasizes proximity to the Promised Land.
Among these there was not a single man from those registered by Moses and Aaron the priest when they counted the Israelites in the wilderness of Sinai.
KJV But among these there was not a man of them whom Moses and Aaron the priest numbered, when they numbered the children of Israel in the wilderness of Sinai.
Notes & Key Terms
Translator Notes
The devastating verdict: uve'elleh lo-hayah ish ('among these there was not a man') from the first census. The juxtaposition of the two census locations — bemidbar Sinai ('in the wilderness of Sinai') versus be'arvot Mo'av (v. 63) — spans the entire wilderness period. An entire generation vanished between these two counts, fulfilling God's judgment in Numbers 14:29.
For the LORD had declared about them: They will certainly die in the wilderness. Not one of them survived except Caleb son of Jephunneh and Joshua son of Nun.
KJV For the LORD had said of them, They shall surely die in the wilderness. And there was not left a man of them, save Caleb the son of Jephunneh, and Joshua the son of Nun.
Notes & Key Terms
Translator Notes
The chapter closes with the two exceptions: Kalev ben-Yefunneh and Yehoshua bin-Nun — the only faithful spies (Numbers 14:6-9). The infinitive absolute mot yamuthu ('dying they shall die') intensified the death decree. The verb notar ('remained, survived') emphasizes that literally no one else from the Sinai census lived to reach this point. These two men bridge the generations, embodying the reward of covenant faithfulness amid universal judgment.