Numbers 22:3

KJV

And Moab was sore afraid of the people, because they [were] many: and Moab was distressed because of the children of Israel.

KJV (with Strong's)

And Moab {H4124} was sore {H3966} afraid {H1481} of {H6440} the people {H5971}, because they were many {H7227}: and Moab {H4124} was distressed {H6973} because of {H6440} the children {H1121} of Israel {H3478}.

Complete Jewish Bible

Mo'av was very afraid of the people, because there were so many of them; Mo'av was overcome with dread because of the people of Isra'el.

Berean Standard Bible

and Moab was terrified of the people because they were numerous. Indeed, Moab dreaded the Israelites.

American Standard Version

And Moab was sore afraid of the people, because they were many: and Moab was distressed because of the children of Israel.

Commentary

### SUMMARY
Numbers 22:3 powerfully portrays the profound terror and apprehension that gripped the kingdom of Moab upon the arrival of the Israelite multitude. This verse immediately establishes the intense emotional and political climate, revealing Moab's deep fear and distress, primarily due to the overwhelming size and perceived power of the children of Israel encamped on their borders. It critically sets the stage for the ensuing narrative, detailing Moab's desperate measures to counter this perceived existential threat to their sovereignty and existence.

### CONTEXT
* **Literary Context:** Numbers 22:3 serves as the crucial introductory verse to a pivotal narrative block spanning [Numbers 22-24](/numbers/22 "Numbers 22 - Balak and Balaam"), which chronicles King Balak of Moab's desperate attempts to curse Israel through the prophet Balaam. Immediately preceding this, [Numbers 21](/numbers/21 "Numbers 21 - Israel's Victories Over Sihon and Og") recounts Israel's decisive and formidable military victories over the Amorite kings Sihon and Og. Having completed nearly forty years of wilderness wandering, the Israelites are now strategically positioned on the plains of Moab, east of the Jordan River, directly across from Jericho, poised to enter the Promised Land. This verse acts as the narrative catalyst, explaining *why* Balak felt compelled to seek Balaam's services, thereby initiating one of the most significant prophetic episodes in the Pentateuch, highlighting the escalating tension between Israel and the surrounding nations.
* **Historical & Cultural Context:** The Moabites were a Transjordanian people, descendants of Lot through his elder daughter, as recorded in [Genesis 19:37](/genesis/19-37 "Genesis 19:37 - The Origin of Moab"). Historically, their relationship with Israel was often strained, marked by periods of tension and conflict despite their shared patriarchal ancestry. The plains of Moab were geographically vital, situated on major trade routes and encompassing fertile agricultural lands. The Moabites, like other nations in the region, would have been acutely aware of the reputation of Israel's God, Yahweh, especially after hearing reports of the miraculous Exodus and the recent, overwhelming military conquests against Sihon and Og. The presence of a vast, divinely-empowered nation, potentially numbering millions, fresh from such decisive victories, encamped directly on their border, would naturally evoke profound fear and a sense of existential vulnerability, threatening their sovereignty and very survival.
* **Key Themes:** This verse powerfully introduces the theme of **fear and intimidation**, highlighting how the sheer presence and perceived power of God's people can provoke intense reactions from surrounding nations. Moab's "sore afraid" and "distressed" state underscores a deep, visceral dread, which is a direct response to Israel's **divine presence and power**, even if not explicitly acknowledged by Moab as such. The Israelites' overwhelming numbers and recent victories were understood as a testament to God's covenant faithfulness and protective hand, fulfilling the promise to Abraham that his descendants would become a great nation, as articulated in [Genesis 12:2](/genesis/12-2 "Genesis 12:2 - God's Promise to Abraham"). This intense fear also serves as the direct **catalyst for conflict**, leading King Balak to his desperate and ultimately futile attempt to curse Israel through Balaam, which forms the narrative core of [Numbers 22-24](/numbers/22 "Numbers 22 - Balak and Balaam").

### EXPOSITION AND ANALYSIS
#### Key Word Analysis
* **sore afraid (Hebrew, _gûwr'_):** This verb (H1481) literally means "to turn aside from the road (for a lodging or any other purpose), i.e. sojourn (as a guest)." However, it also carries the connotation "to shrink, fear (as in a strange place)" or "to gather for hostility (as afraid)." In this context, it signifies a deep-seated dread, a feeling of being overwhelmed, or a profound terror. It suggests a fear that is not merely apprehension but a paralyzing sense of vulnerability and impending doom, as if a predator were lurking at their doorstep.
* **distressed (Hebrew, _qûwts'_):** This primitive root (H6973) conveys the idea of "to be (causatively, make) disgusted or anxious." It implies a sense of vexation, abhorrence, or loathing, often suggesting a feeling of dread that causes inner turmoil. When paired with "sore afraid," it intensifies the description of Moab's emotional state, indicating not just external fear but an internal anguish and a profound sense of being burdened or tormented by Israel's presence.
* **many (Hebrew, _rab'_):** This adjective (H7227), derived from a root meaning "to abound," signifies abundance in quantity, size, or number. It is the explicit reason given for Moab's fear. The sheer numerical superiority of the Israelites, a nation of millions, was perceived as an unstoppable force, a human tide that could easily engulf Moab. This multitude was a visible manifestation of God's blessing and covenant promise to Abraham, making His people a formidable presence.

#### Verse Breakdown
* **"And Moab was sore afraid of the people":** This initial clause immediately establishes the central emotional state of the Moabite kingdom. "Moab" here refers to the nation and its leadership, indicating a collective and profound fear. The object of their fear is "the people," referring to the Israelites, highlighting their perception of Israel as a unified, threatening entity. The phrase "sore afraid" emphasizes the depth and intensity of this terror, suggesting a visceral, almost paralyzing dread that gripped the entire nation.
* **"because they [were] many":** This provides the explicit and primary reason for Moab's intense fear. The overwhelming numerical strength of the Israelite nation is identified as the direct cause of Moab's apprehension. In ancient warfare, sheer numbers often translated directly into military advantage and the capacity for total subjugation, making Israel's vast population a terrifying prospect for a smaller kingdom like Moab. This multitude was a tangible sign of God's faithfulness to His covenant promises.
* **"and Moab was distressed because of the children of Israel":** This concluding clause reiterates and intensifies the initial statement, using a synonymous but equally powerful term, "distressed." The repetition of "Moab" and the clear identification of "the children of Israel" as the source of their anguish underscore the pervasive and deeply felt nature of their anxiety. This distress goes beyond mere fear, suggesting vexation, abhorrence, and an internal turmoil caused by the presence of this divinely favored and numerous people.

#### Literary Devices
Numbers 22:3 skillfully employs several powerful literary devices to convey the Moabites' intense fear and the narrative's impending conflict. **Repetition** is prominently featured through the double mention of "Moab" and the use of two closely related terms, "sore afraid" and "distressed," to describe their emotional state. This stylistic choice serves to emphasize and amplify the depth and pervasiveness of their terror, ensuring the reader fully grasps the profound impact of Israel's presence. The language also borders on **hyperbole**, using strong, evocative terms to describe a fear that is overwhelming and almost pathological, reflecting the Moabites' perception of an existential threat that transcends mere military concern. Furthermore, the verse functions as significant **foreshadowing**. This deep-seated fear is not merely an emotional state but a direct catalyst for the subsequent narrative. It explains and justifies King Balak's desperate and irrational actions in seeking to hire Balaam to curse Israel, setting the stage for the dramatic confrontation between divine will and human machination that unfolds in the following chapters of Numbers.

### THEOLOGICAL AND THEMATIC CONNECTIONS
The profound fear of Moab in Numbers 22:3 serves as a powerful theological statement about the impact of God's presence and blessing on His people. The sheer number and recent victories of Israel, though not explicitly attributed to Yahweh by Moab, were undeniable signs of a formidable, divinely-backed force. This evokes a recurring biblical theme: the nations' recognition, often through fear, of God's power working through His chosen people. Moab's distress highlights the tension between God's sovereign plan to bless Israel and establish them in the land, and the reactions of those who perceive this as a threat to their own autonomy and existence. Such fear, when unchecked, often leads to opposition against God's purposes, as seen in Balak's subsequent actions. Ultimately, the verse testifies to God's faithfulness to His covenant promises, particularly the promise to make Abraham's descendants a great nation, whose very presence could inspire dread in their adversaries.

* [Genesis 12:2](/genesis/12-2 "Genesis 12:2 - God's Promise to Abraham to Make a Great Nation")
* [Exodus 15:15](/exodus/15-15 "Exodus 15:15 - Dread and Terror Fall on Moab and Edom")
* [Joshua 2:9-11](/joshua/2-9-11 "Joshua 2:9-11 - Rahab's Confession of Nations' Fear of Israel's God")

### REFLECTION AND APPLICATION
The narrative of Moab's profound fear in the face of Israel's presence offers a potent mirror for reflection on the impact of God's people in the world today. Just as Israel, simply by existing as a numerous and divinely-favored nation, evoked intense dread, so too can the church, the spiritual Israel, provoke strong reactions from a world that does not understand or actively resists God's kingdom. Our very presence, living out kingdom values, and demonstrating God's power through transformed lives, can be perceived as a threat to established norms or systems built on different principles. This verse reminds us that fear, especially when rooted in a lack of understanding or trust in God, can lead to desperate and often irrational measures, as seen in Balak's attempt to curse what God has blessed. For believers, it is a call to trust in God's sovereign protection and provision, recognizing that our strength and impact come not from our own might, but from His enabling presence. It challenges us to consider how our lives, individually and corporately, bear witness to God's power, and to pray for those who react with fear or hostility, that they might instead encounter the peace and truth of Christ.

#### Questions for Reflection
* **How might the presence of God's people or the advancement of His kingdom evoke fear or opposition in the world today?**
* **What are examples of "sore afraid" or "distressed" reactions (either our own or from others) when confronted with God's truth, power, or challenging demands?**
* **In what ways does this verse encourage us to trust in God's sovereign protection over His people, even when facing external opposition?**
* **How can we, as believers, respond to the fear or hostility of others in a way that reflects Christ's character and points them to God's grace?**

### FAQ
**Why were the Moabites so afraid of Israel, given that Israel was not commanded to attack them?**

Answer: The Moabites' fear stemmed primarily from Israel's overwhelming numbers ("because they [were] many") and their recent, decisive victories over the Amorite kings Sihon and Og, as detailed in [Numbers 21](/numbers/21 "Numbers 21 - Israel's Victories Over Sihon and Og"). Even though God had explicitly commanded Israel not to harass the Moabites or engage them in battle ([Deuteronomy 2:9](/deuteronomy/2-9 "Deuteronomy 2:9 - God's Command Regarding Moab")), this divine directive was unknown to Moab. From their perspective, a vast, powerful, and seemingly unstoppable nation, fresh from conquering their neighbors, encamped on their border, represented an existential threat regardless of Israel's immediate intentions. Their fear was a natural, though ultimately misinformed, response to a perceived power imbalance and the reputation of Israel's God.

**What was the relationship between Moab and Israel before this event?**

Answer: The Moabites were descendants of Lot, Abraham's nephew ([Genesis 19:37](/genesis/19-37 "Genesis 19:37 - Origin of Moab")), making them distant relatives of the Israelites. Despite this kinship, their relationship was often strained and sometimes hostile. They were frequently rivals for territory and influence in the Transjordan region. While God commanded Israel not to dispossess them upon entering the land, Moab later became an oppressor of Israel during the period of the Judges ([Judges 3:12-30](/judges/3-12-30 "Judges 3:12-30 - Eglon, King of Moab, Oppresses Israel")). This history of tension, combined with Israel's formidable presence, fueled Moab's apprehension in Numbers 22:3.

**How does this fear relate to Balak's actions with Balaam?**

Answer: The intense fear and distress described in Numbers 22:3 are the direct catalyst for King Balak's subsequent actions. Feeling militarily outmatched and overwhelmed by Israel's numbers and divine favor, Balak resorts to what he perceives as a more potent weapon: supernatural curses. His decision to hire the prophet Balaam to curse Israel is a desperate measure born out of profound fear, setting in motion the entire narrative of [Numbers 22-24](/numbers/22 "Numbers 22 - Balak and Balaam"). This fear drives his belief that if he cannot defeat Israel physically, he might defeat them spiritually.

### CHRIST-CENTERED FULFILLMENT
The fear of Moab in [Numbers 22:3](/numbers/22-3 "Numbers 22:3 - Moab's Fear of Israel"), provoked by the sheer number and divine backing of Israel, finds profound Christ-centered fulfillment in the world's reaction to Jesus Christ and His church. Just as ancient Israel, a physical nation, was a formidable presence, so too is the spiritual Israel—the church—a growing multitude, the body of Christ, whose presence and mission often evoke fear, hostility, or misunderstanding from a world that does not know or accept its Lord. Jesus Himself came into a world that "knew him not" and "received him not" ([John 1:10-11](/john/1-10-11 "John 1:10-11 - The World Did Not Know Him")). He warned His disciples that the world would hate them because it first hated Him ([John 15:18-19](/john/15-18-19 "John 15:18-19 - The World's Hatred")). The "distress" of Moab foreshadows the spiritual opposition faced by Christ and His followers, as forces of darkness and human systems of power perceive the advancing kingdom of God as a threat to their dominion ([Ephesians 6:12](/ephesians/6-12 "Ephesians 6:12 - Spiritual Warfare Against Principalities and Powers")). Yet, just as God protected Israel from Balak's curses, Christ has triumphed over all opposing powers, making a public spectacle of them on the cross ([Colossians 2:15](/colossians/2-15 "Colossians 2:15 - Christ's Triumph Over Principalities and Powers")). The ultimate fulfillment of Abraham's promise to become a "great nation" is realized in the global church, a countless multitude from every nation, tribe, people, and language, standing before the Lamb ([Revelation 7:9](/revelation/7-9 "Revelation 7:9 - A Multitude from Every Nation Before the Throne")), demonstrating that no amount of fear or opposition can thwart God's sovereign plan for His people in Christ.

Note: Commentary is generated by AI with a directive for Biblical fidelity. Always rely on the Holy Spirit for discernment. The Scripture text and cross-references are from verified, non-AI sources.

Cross-References

Exodus 15:15

Then the dukes of Edom shall be amazed; the mighty men of Moab, trembling shall take hold upon them; all the inhabitants of Canaan shall melt away.

Isaiah 23:5

As at the report concerning Egypt, [so] shall they be sorely pained at the report of Tyre.

Joshua 2:10

For we have heard how the LORD dried up the water of the Red sea for you, when ye came out of Egypt; and what ye did unto the two kings of the Amorites, that [were] on the other side Jordan, Sihon and Og, whom ye utterly destroyed.

Joshua 2:11

And as soon as we had heard [these things], our hearts did melt, neither did there remain any more courage in any man, because of you: for the LORD your God, he [is] God in heaven above, and in earth beneath.

Joshua 2:24

And they said unto Joshua, Truly the LORD hath delivered into our hands all the land; for even all the inhabitants of the country do faint because of us.

Joshua 9:24

And they answered Joshua, and said, Because it was certainly told thy servants, how that the LORD thy God commanded his servant Moses to give you all the land, and to destroy all the inhabitants of the land from before you, therefore we were sore afraid of our lives because of you, and have done this thing.

Deuteronomy 2:25

This day will I begin to put the dread of thee and the fear of thee upon the nations [that are] under the whole heaven, who shall hear report of thee, and shall tremble, and be in anguish because of thee.