1The LORD spoke to Moses in the wilderness of Sinai, in the Tent of Meeting, on the first day of the second month, in the second year after they had come out of the land of Egypt, saying, 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, 3from twenty years old and upward, all who are able to go out to war in Israel. You and Aaron shall count them by their divisions. 4With you there shall be a man of every tribe, each one head of his fathers’ house. 5These are the names of the men who shall stand with you: Of Reuben: Elizur the son of Shedeur. 6Of Simeon: Shelumiel the son of Zurishaddai. 7Of Judah: Nahshon the son of Amminadab. 8Of Issachar: Nethanel the son of Zuar. 9Of Zebulun: Eliab the son of Helon. 10Of the children of Joseph: of Ephraim: Elishama the son of Ammihud; of Manasseh: Gamaliel the son of Pedahzur. 11Of Benjamin: Abidan the son of Gideoni. 12Of Dan: Ahiezer the son of Ammishaddai. 13Of Asher: Pagiel the son of Ochran. 14Of Gad: Eliasaph the son of Deuel. 15Of Naphtali: Ahira the son of Enan.” 16These 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. 17Moses and Aaron took these men who are mentioned by name. 18They 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. 19As the LORD commanded Moses, so he counted them in the wilderness of Sinai. 20The 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: 21those who were counted of them, of the tribe of Reuben, were forty-six thousand five hundred. 22Of the children of Simeon, their generations, by their families, by their fathers’ houses, those who were counted 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: 23those who were counted of them, of the tribe of Simeon, were fifty-nine thousand three hundred. 24Of 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: 25those who were counted of them, of the tribe of Gad, were forty-five thousand six hundred fifty. 26Of 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: 27those who were counted of them, of the tribe of Judah, were seventy-four thousand six hundred. 28Of 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: 29those who were counted of them, of the tribe of Issachar, were fifty-four thousand four hundred. 30Of 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: 31those who were counted of them, of the tribe of Zebulun, were fifty-seven thousand four hundred. 32Of 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: 33those who were counted of them, of the tribe of Ephraim, were forty thousand five hundred. 34Of 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: 35those who were counted of them, of the tribe of Manasseh, were thirty-two thousand two hundred. 36Of 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: 37those who were counted of them, of the tribe of Benjamin, were thirty-five thousand four hundred. 38Of 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 out to war: 39those who were counted of them, of the tribe of Dan, were sixty-two thousand seven hundred. 40Of 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 out to war: 41those who were counted of them, of the tribe of Asher, were forty-one thousand five hundred. 42Of 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 out to war: 43those who were counted of them, of the tribe of Naphtali, were fifty-three thousand four hundred. 44These are those who were counted, whom Moses and Aaron counted, and the twelve men who were princes of Israel, each one for his fathers’ house. 45So all those who were counted 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— 46all those who were counted were six hundred three thousand five hundred fifty. 47But the Levites after the tribe of their fathers were not counted among them. 48For the LORD spoke to Moses, saying, 49“Only the tribe of Levi you shall not count, neither shall you take a census of them among the children of Israel; 50but appoint the Levites over the Tabernacle of the Testimony, and over all its furnishings, and over all that belongs to it. They shall carry the tabernacle and all its furnishings; and they shall take care of it, and shall encamp around it. 51When the tabernacle is to move, the Levites shall take it down; and when the tabernacle is to be set up, the Levites shall set it up. The stranger who comes near shall be put to death. 52The children of Israel shall pitch their tents, every man by his own camp, and every man by his own standard, according to their divisions. 53But the Levites shall encamp around the Tabernacle of the Testimony, that there may be no wrath on the congregation of the children of Israel. The Levites shall be responsible for the Tabernacle of the Testimony.” 54Thus the children of Israel did. According to all that the LORD commanded Moses, so they did.