2 “Take a census 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, one by one; 3 from twenty years old and upward, all who are able to go out to war in Israel. You and Aaron shall number them by their divisions. 4 With you there shall be a man of every tribe; everyone head of his fathers’ house. 5 These are the names of the men who 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 those who were called of the congregation, the princes of the tribes of their fathers; they were the heads of the thousands of Israel.

17 Moses and Aaron took these men who are mentioned by name. 18 They assembled all the congregation together on the first day of the second month; and they declared their ancestry by their families, by their fathers’ houses, according to the number of the names, from twenty years old and upward, one by one. 19 As Yahweh commanded Moses, so he numbered them in the wilderness of Sinai. 20 The children of Reuben, Israel’s firstborn, their generations, by their families, by their fathers’ houses, according to the number of the names, one by one, every male from twenty years old and upward, all who were able to go out to war; 21 those who were numbered of them, of the tribe of Reuben, were forty-six thousand five hundred. 22 Of the children of Simeon, their generations, by their families, by their fathers’ houses, those who were numbered of it, according to the number of the names, one by one, every male from twenty years old and upward, all who were able to go out to war; 23 those who were numbered of them, of the tribe of Simeon, were fifty-nine thousand 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 who were able to go out to war; 25 those who were numbered of them, of the tribe of Gad, were forty-five thousand six hundred 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 who were able to go out to war; 27 those who were numbered of them, of the tribe of Judah, were sixty-four thousand 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 who were able to go out to war; 29 those who were numbered of them, of the tribe of Issachar, were fifty-four thousand 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 who were able to go out to war; 31 those who were numbered of them, of the tribe of Zebulun, were fifty-seven thousand four hundred. 32 Of the children of Joseph, 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 who were able to go out to war; 33 those who were numbered of them, of the tribe of Ephraim, were forty thousand 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 who were able to go out to war; 35 those who were numbered of them, of the tribe of Manasseh, were thirty-two thousand 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 who were able to go out to war; 37 those who were numbered of them, of the tribe of Benjamin, were thirty-five thousand 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 who were able to go forth to war; 39 those who were numbered of them, of the tribe of Dan, were sixty-two thousand 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 who were able to go forth to war; 41 those who were numbered of them, of the tribe of Asher, were forty-one thousand 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 who were able to go forth to war; 43 those who were numbered of them, of the tribe of Naphtali, were fifty-three thousand four hundred.

44 These are those who 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 those who were numbered of the children of Israel by their fathers’ houses, from twenty years old and upward, all who were able to go out to war in Israel; 46 even all those who were numbered were six hundred three thousand five hundred fifty.

The Appointment of the Levites

47 But the Levites after the tribe of their fathers were not numbered among them. 48 For Yahweh spoke to Moses, saying, 49 “Only the tribe of Levi you shall not number, neither shall you take a census 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.