1AND it came to pass after the plague that the LORD said to Moses and to Eleazar the son of Aaron the priest, 2Take a census of all the congregation of the children of Israel, from twenty years old and upward, throughout their fathers' houses, all that are able to go to war in Israel. 3And Moses and Eleazar the priest talked with the people in the plains of Moab by the Jordan at Jericho. 4And Moses numbered them from twenty years old and upward, as the LORD commanded Moses and the children of Israel who went forth out of the land of Egypt.

5Reuben, the first-born of Israel; the sons of Reuben, Hanoch, the family of the Hanochites; of Pallu, the family of the Palluites; 6Of Hezron, the family of the Hezronites; of Carmi, the family of the Carmites. 7These are the families of the Reubenites; and their number was forty-three thousand and seven hundred and thirty. 8And the son of Pallu, Eliab. 9And the sons of Eliab, Nebuel, and Dathan, and Abiram, the prominent men of the congregation who strove against Moses and against Aaron in the company of Korah when they strove against the LORD; 10And the earth opened its mouth and swallowed them up together with Korah when that company died, when the fire devoured two hundred and fifty men; and they became an example. 11Notwithstanding, the children of Korah did not die.

12The sons of Simeon after their families: of Jemuel, the family of the Jemuelites; of Jamin, the family of the Jaminites; of Jachin, the family of the Jachinites; 13Of Zerah, the family of the Zarhites; of Shaul, the family of the Shaulites. 14These are the families of the Simeonites, twenty-two thousand and two hundred.

15The sons 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; 16Of Ozni, the family of the Oznites; of Edi, the family of the Edites; 17Of Arod, the family of the Arodites; of Adel, the family of the Adelites; 18These are the families of the sons of Gad according to those that were numbered of them, forty thousand and five hundred.

19The sons of Judah were Er and Onan; and Er and Onan died in the land of Canaan. 20And 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. 21And the sons of Pharez were: of Hezron, the family of the Hezronites; of Hamul, the family of the Hamulites. 22These are the families of Judah according to those that were numbered of them, seventy-six thousand and five hundred.

23The sons of Issachar after their families: of Tola, the family of the Tolaites; of Pua, the family, of the Puaites; 24Of Jashub, the family of the Jashubites; of Shimron, the family of the Shimronites. 25These are the families of Issachar according to those that were numbered of them, sixty-four thousand and three hundred.

26The sons of Zebulun after their families: of Seder, the family of the Sadrites; of Elon, the family of the Elonites; of Nahlael, the family of the Nahlaites. 27These are the families of the Zebulunites according to those that were numbered of them, sixty thousand and five hundred.

28tithe sons of Joseph after their families were Manasseh and Ephraim: 29Of the sons of Manasseh: of Machir, the family of the Machirites; and Machir begat Gilead: of Gilead comes the family of the Gileadites. 30These are the sons of Gilead: of Jeezer, the family of the Jeezerites; of Helek, the family of the Helekites; 31And of Ashdael, the family of the Ashdaelites; and of Shechem, the family of the Shechemites; 32And of Shemida, the family of the Shemidaites; and of Hepher, the family of the Hepherites. 33And Zelophehad the son of Hepher had no sons, but daughters; and the names of the daughters of Zelophehad were Mahlah, Joah, Hoglah, Milcah, and Tirzah. 34These are the families of Manasseh and those that were numbered of them, fifty-two thousand and seven hundred.

35These 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. 36And these are the sons of Shuthelah: of Edan, the family of the Edanites. 37These are the families of the sons of Ephraim according to those that were numbered of them, thirty-two thousand and five hundred. These are the sons of Joseph after their families.

38The 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; 39Of Shupham, the family of the Shuphamites; of Hupham, the family of the Huphamites. 40And the sons of Bela were Ard and Naaman: of Ard, the family of the Ardites; and of Naaman, the family of the Naamites. 41These are the sons of Benjamin after their families; and those that were numbered of them were forty-five thousand and six hundred.

42These are the sons of Dan after their families: of Shuham, the family of the Shuhamites. These are the families of Dan after their families. 43All the families of the Shuhamites, according to those that were numbered of them, were sixty-four thousand and four hundred.

44The sons of Asher by their families: of Jimna, the family of the Jimnites; of Jesui, the family of the Jesuites; of Beriah, the family of the Berites. 45The sons of Beriah: of Heber, the family of the Heberites; of Malchiel, the family of the Malchielites. 46And the name of the daughter of Asher was Sarah. 47These are the families of the sons of Asher according to those that were numbered of them; fifty-three thousand and four hundred.

48The sops of Naphtali after their families: Nahzeel, the family of the Nahzeelites; of Guni, the family of the Gunites; 49Of Jezer, the family of the Jezerites; of Shillem, the family of the Shillemites. 50These are the families of Naphtali according to their families; and they that were numbered of them were forty-five thousand and four hundred.

51These were the numbers of the children of Israel, six hundred and one thousand, seven hundred and thirty.

52And the LORD spoke to Moses, saying, 53To these the land shall be divided for an inheritance according to the number of names. 54To a large family you shall give a large inheritance and to a small family you shall give a small inheritance; every one shall receive his inheritance according to those that were numbered of him. 55Notwithstanding the land shall be divided by lots; according to the names of the tribes of their fathers they shall inherit. 56According to the lots shall their inheritance be divided between the larger families and the smaller families.

57These 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. 58These 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. 59And the name of Amram's wife was Jochaber, the daughter of Levi, who was born to Levi in Egypt: and she bore to Amram, Aaron and Moses and their sister Miriam. 60And to Aaron were born Nadab, Abihu, Eleazar, and Ithamar. 61But Nadab and Abihu died when they offered strange fire before the LORD. 62And those that were numbered of them were twenty-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.

63These are those that were numbered by Moses and Eleazar the priest, who numbered the children of Israel in the plains of Moab by the Jordan near Jericho. 64But among these there was not a man of those whom Moses and Aaron the priest numbered, when they numbered the children of Israel in the wilderness of Sinai. 65For the LORD had said of them, They shall surely die in the wilderness. And there was not left a man of them except Caleb the son of Jophaniah and Joshua the son of Nun.