2 Take ye the sum of all the congregation of the children of Israel, by their families, by their fathers' houses, according to the number of the names, every male, by their polls; 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 hosts. 4 And with you there shall be a man of every tribe; every one head of his fathers' house. 5 And these are the names of the men that shall stand with you. Of Reuben: Elizur the son of Shedeur. 6 Of Simeon: Shelumiel the son of Zurishaddai. 7 Of Judah: Nahshon the son of Amminadab. 8 Of Issachar: Nethanel 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 Ochran. 14 Of Gad: Eliasaph the son of Deuel. 15 Of Naphtali: Ahira the son of Enan. 16 These are they that were called of the congregation, the princes of the tribes of their fathers; they were the heads of the thousands of Israel.

17 And Moses and Aaron took these men that are mentioned by name: 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 their fathers' houses, according to the number of the names, from twenty years old and upward, by their polls. 19 As Jehovah commanded Moses, so he numbered them in the wilderness of Sinai. 20 And the children of Reuben, Israel's first-born, their generations, by their families, by their fathers' houses, 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; 21 those that were numbered of them, of the tribe of Reuben, were forty and six thousand and five hundred. 22 Of the children of Simeon, their generations, by their families, by their fathers' houses, those that were numbered thereof, 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; 23 those that were numbered of them, of the tribe of Simeon, were fifty and nine thousand and three hundred. 24 Of the children of Gad, their generations, by their families, by their fathers' houses, according to the number of the names, from twenty years old and upward, all that were able to go forth to war; 25 those that were numbered of them, of the tribe of Gad, were forty and five thousand six hundred and fifty. 26 Of the children of Judah, their generations, by their families, by their fathers' houses, according to the number of the names, from twenty years old and upward, all that were able to go forth to war; 27 those that were numbered of them, of the tribe of Judah, were threescore and fourteen thousand and six hundred. 28 Of the children of Issachar, their generations, by their families, by their fathers' houses, 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, of the tribe of Issachar, were fifty and four thousand and four hundred. 30 Of the children of Zebulun, their generations, by their families, by their fathers' houses, 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, 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, their generations, by their families, by their fathers' houses, according to the number of the names, from twenty years old and upward, all that were able to go forth to war; 33 those that were numbered of them, of the tribe of Ephraim, were forty thousand and five hundred. 34 Of the children of Manasseh, their generations, by their families, by their fathers' houses, according to the number of the names, from twenty years old and upward, all that were able to go forth to war; 35 those that were numbered of them, of the tribe of Manasseh, were thirty and two thousand and two hundred. 36 Of the children of Benjamin, their generations, by their families, by their fathers' houses, 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, of the tribe of Benjamin, were thirty and five thousand and four hundred. 38 Of the children of Dan, their generations, by their families, by their fathers' houses, 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, of the tribe of Dan, were threescore and two thousand and seven hundred. 40 Of the children of Asher, their generations, by their families, by their fathers' houses, 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, of the tribe of Asher, were forty and one thousand and five hundred. 42 Of the children of Naphtali, their generations, by their families, by their fathers' houses, according to the number of the names, from twenty years old and upward, all that were able to go forth to war; 43 those that were numbered of them, of the tribe of Naphtali, were fifty and three thousand and four hundred.

44 These are they that were numbered, whom Moses and Aaron numbered, and the princes of Israel, being twelve men: they were each one for his fathers' house. 45 So all they that were numbered of the children of Israel by their fathers' houses, 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.

The Appointment of the Levites

47 But the Levites after the tribe of their fathers were not numbered among them. 48 For Jehovah spake unto Moses, saying, 49 Only the tribe of Levi thou shalt not number, neither shalt thou take the sum of them among the children of Israel;

Matthew Henry's Commentary on Numbers 1:2-49

Commentary on Numbers 1:1-43

(Read Numbers 1:1-43)

The people were numbered to show God's faithfulness in thus increasing the seed of Jacob, that they might be the better trained for the wars and conquest of Canaan, and to ascertain their families in order to the division of the land. It is said of each tribe, that those were numbered who were able to go forth to war; they had wars before them, though now they met with no opposition. Let the believer be prepared to withstand the enemies of his soul, though all may appear to be peace.

Commentary on Numbers 1:44-46

(Read Numbers 1:44-46)

We have here the sum total. How much was required to maintain all these in the wilderness! They were all provided for by God every day. When we observe the faithfulness of God, however unlikely the performance of his promise may appear, we may take courage as to those which yet remain to be fulfilled to the church of God.

Commentary on Numbers 1:47-54

(Read Numbers 1:47-54)

Care is here taken to distinguish the tribe of Levi, which, in the matter of the golden calf, had distinguished itself. Singular services shall be recompensed by singular honours. It was to the honour of the Levites, that to them was committed the care of the tabernacle and its treasures, in their camps and in their marches. It was for the honour of the holy things that none should see them, or touch them, but those who were called of God to the service. We all are unfit and unworthy to have fellowship with God, till called by his grace into the fellowship of his Son Jesus Christ our Lord; and so, being the spiritual seed of that great High Priest, we are made priests to our God. Great care must be taken to prevent sin, for preventing sin is preventing wrath. Being a holy tribe, they were not reckoned among other Israelites. They that minister about holy things, should neither entangle themselves, nor be entangled, in worldly affairs. And let every believer seek to do what the Lord has commanded.