G‑d spoke to Moses in the desert of Sinai (Numbers 1:1)

The Torah was given to the people of Israel in the ownerless desert. For if it were given in the Land of Israel, the residents of the Land of Israel would say, “It is ours”; and if it were given in some other place, the residents of that place would say, “It is ours.” Therefore it was given in the wilderness, so that anyone who wishes to acquire it may acquire it.

(Mechilta d’Rashbi)

Why was the Torah given in the desert? To teach us that if a person does not surrender himself to it like the desert, he cannot merit the words of Torah. And to teach us that just as the desert is endless, so is the Torah without end.

(Pesikta d’Rav Kahana)

It is customary that on the Shabbat before a wedding, the bridegroom is called to the Torah. Shavuot, the festival which coincides with the anniversary of the giving of the Torah at Mount Sinai, represents the marriage of G‑d and Israel; this is why the Torah portion of Bamidbar (“in the desert”) is usually read on the Shabbat before Shavuot.

(Rabbi Yosef Yitzchak of Lubavitch)

G‑d spoke to Moses in the desert of Sinai (1:1)

By three things was the Torah given: by fire, water and desert. By fire, as it is written (Exodus 19:18): “Now Mount Sinai was altogether on smoke, because G‑d descended upon it in fire.” By water, as it is written (Judges 4:4): “The heavens also dripped, yea, the clouds dripped water.” And by desert, as it is written (Numbers 1:1): “G‑d spoke to Moses in the desert of Sinai.”

(Midrash Rabbah)

Fire, water and desert—by these we established our commitment to the Torah.

The first Jew, Abraham, was cast into a fiery furnace for his loyalty to the way of G‑d. And lest one say that this was an extraordinary act by an extraordinary individual, at the shores of the Red Sea an entire people plunged into the sea’s waters when the divine command to “move forward!” issued forth. And lest one say that this was a spur-of-the-moment heroism, for forty years the people of Israel followed G‑d through the barren, hostile desert, trusting in Him to provide for them and protect them. As the prophet Jeremiah declaims, “I remember the kindness of your youth, your bridal love, your following after Me in the desert, in an unsown land.”

(Rabbi Meir Shapira of Lublin)

Raise the head of all the congregation of the children of Israel . . . by the number of names (1:2)

On ten occasions were Israel counted. Once when they went down to Egypt (Genesis 46). A second time when they came out (Exodus 12:37). A third time after the incident of the golden calf (ibid., 30:12). Twice in the Book of Numbers: once in the formation of the camps (Numbers 1) and once in connection with the division of the Land (ibid. 26). Twice in the days of Saul (I Samuel 11:8 and 15:4). The eighth time in the days of David (II Samuel 24:9). The ninth time they were numbered was in the days of Ezra (Ezra 2:64; Nehemiah 7:66). The tenth time will be in the future era of Moshiach, when “the flocks shall again pass under the hands of Him that counts them” (Jeremiah 33:13).

(Midrash Rabbah)

Because of G‑d’s great love for His people, He counts them all the time. He counted them when they left Egypt. He counted them after they fell in the wake of the sin of the golden calf, to know the number of the survivors. And He counted them when He came to manifest His presence within them: on the first of Nissan the Sanctuary was erected, and [one month later] on the first of Iyar He counted them.


This is reflected in the Hebrew word for “count,” pakod, which also means to “remember” and “be concerned with.”


A census expresses two paradoxical truths. On the one hand, it implies that each individual is significant. On the other hand, a headcount is the ultimate equalizer: each member of the community, from the greatest to the lowliest, counts for no less and no more than “one.” G‑d repeatedly commands Moses to count the Jewish people to emphasize both their individual worth—the fact that no single person’s contribution is dispensable—as well as their inherent equality.

(The Chassidic Masters)

From the age of twenty and upward, all who are fit to serve in the army of Israel, you shall count them (1:3)

Moses’ census of the Jewish people, defined as a count of “all who are fit to serve in the army of Israel,” included only those who were “from the age of twenty and upwards.” What is the significance of this requirement?

The fifth chapter of Ethics of the Fathers includes an outline of the phases of a person’s education and life: “At five years of age, the study of Scripture; at ten, the study of Mishnah; at thirteen, the obligation to observe the mitzvot; at fifteen, the study of Talmud; at eighteen, marriage; at twenty begins the pursuit [of a livelihood]; at thirty, one attains strength; at forty, understanding; at fifty, one can give counsel . . .”

In other words, the first twenty years of a person’s life represent those periods and areas of his life in which he focuses almost exclusively on his individual growth: the acquisition of knowledge and wisdom, and his moral and spiritual development. “Twenty” represents the point at which he ventures out to the world and begins to concern himself with the material involvements of life.

Therein lies the deeper significance of G‑d’s instruction to Moses that only “from the age of twenty and upwards” shall a person be counted as one “fit to serve in the army of Israel.”

A period of intense self-development and spiritual self-enrichment is a necessary preparation to life, but it must not be seen as an end in itself. The purpose of the “pre-twenty” times and aspects of a person’s life is for the sake of the “pursuit” which must follow: that he or she go out into the world and apply his personal attainments to the development and sanctification of the material reality. One who does not graduate to the “post-twenty” phase of life cannot count himself as a member of the “army of Israel.”

(The Lubavitcher Rebbe)

Every man by his flag shall the children of Israel camp (2:2)

Each tribe had its own prince, and its flag, whose color corresponded to the color of its stone [in Aaron’s breastplate—see Exodus 28:15–21]. It was from the tribes of Israel that kingdoms learned to provide themselves with flags of various colors.

Reuben’s stone was a ruby; the color of his flag was red, and embroidered thereon were mandrakes [cf. Genesis 30:14].

Simeon’s stone was a topaz; his flag was of a green color, and the town of Shechem was embroidered thereon [cf. Genesis 34:25].

Levi’s stone was a smaragd; the color of his flag was one-third white, one third black and one third red, and embroidered thereon was [Aaron’s breastplate with] the Urim and Tummim.

Judah’s stone was a carbuncle; the color of his flag was like the color of the heavens, and embroidered on it was a lion [cf. Genesis 49:9].

Issachar’s stone was a sapphire; the color of his flag was black like stibnite, and embroidered thereon were the sun and moon, in allusion to the verse “Of the children of Issachar, men that had understanding of the times” (I Chronicles 12:33).

Zebulun’s stone was an emerald; the color of his flag was white, with a ship embroidered thereon, in allusion to the verse “Zebulun shall dwell at the shore of the sea” (Genesis 49:13).

Dan’s stone was a jacinth; the color of his flag was similar to sapphire, and embroidered on it was a serpent, in allusion to the verse “Dan shall be a serpent in the way” (ibid. v. 17).

Gad’s stone was an agate; the color of his flag was neither white nor black but a blend of black and white, and on it was embroidered a military camp, in allusion to the verse “Gad, a troop shall troop upon him” (ibid. v. 19).

Naphtali’s stone was an amethyst; the color of his flag was like clarified wine of a light red, and on it was embroidered a deer, in allusion to the verse “Naphtali is a deer let loose” (ibid. v. 21).

Asher’s stone was a beryl; the color of his flag was like the precious stone with which women adorn themselves, and embroidered thereon was an olive tree, in allusion to the verse “As for Asher, his bread shall be fat with oil” (ibid. v. 20).

Joseph’s stone was an onyx, and the color of his flags was jet black; the embroidered design thereon for the two tribes descending from Joseph, Ephraim and Manasseh, was Egypt, because they were born in Egypt. On the flag of Ephraim was embroidered a bullock, in allusion to the verse “His firstling bullock” (Deuteronomy 33:17), which refers to Joshua, who came from the tribe of Ephraim. On the flag of the tribe of Manasseh was embroidered a unicorn, in allusion to the verse “And his horns are the horns of the re’em” (ibid.), which alludes to Gideon son of Joash, who came from the tribe of Menasseh.

Benjamin’s stone was jasper, and the color of his flag was a combination of all the twelve colors; embroidered thereon was a wolf, in allusion to the verse “Benjamin is a wolf that preys” (Genesis 49:27).

(Midrash Rabbah)

The children of Israel shall encamp each man by his division, by the ensigns of their fathers’ house (2:2)

What is the meaning of “by the ensigns of their father’s house”?

When G‑d told Moses to organize the Israelite camp, Moses began to feel distressed. He thought, “Now strife will arise among the tribes; for if I tell the tribe of Judah to camp on the east side of the Tabernacle, and he says, ‘I will accept only the south,’ and the same applies to Reuben and the same to Ephraim and to each of the other tribes, what am I to do?”

Said G‑d to him: “Moses, why should that trouble you? They have no need of you. They know their places full well themselves. They are in possession of a testament left them by Jacob their father, which tells them how to camp under their standards. In the same way that they disposed themselves round his bier when they carried him, so shall they dispose themselves round the Tabernacle. I am not going to make any changes.”

For Rav Chama, son of Rabbi Chanina, said: When our father Jacob was about to depart from the world, he summoned his sons and he blessed them and commanded them concerning the ways of G‑d, and they acknowledged the divine sovereignty. Having concluded his address, he said to them: “My children, when my bier is being carried, Judah, Issachar and Zebulun shall be on the east side; Reuben, Simeon and Gad shall be on the south side; Ephraim, Manasseh and Benjamin shall be on the west side; Dan, Asher and Naphtali shall be on the north side; Joseph shall not carry at all, for he is a king and must be shown due honor; neither shall Levi carry, because he will carry the Ark, and he that is to carry the Ark of Him who is the life of all worlds must not carry the coffin of the dead. If you will comply with these orders and carry my bier as I have commanded you, G‑d will in the future cause you to camp beneath standards.”

(Midrash Rabbah)

These are the generations of Aaron and Moses . . . Nadav, Avihu, Elazar and Itamar (3:1–2)

He who teaches the son of his fellow the Torah, Scripture ascribes it to him as if he had begotten him, as it says: “These are the generations of Aaron and Moses”—and only the sons of Aaron are listed. Aaron begot them and Moses taught them, and they are called by Moses’ name.

(Talmud, Sanhedrin 19b)

These are the generations of Aaron and Moses . . . Nadav, Avihu, Elazar and Itamar (3:1–2)

Why did Moses’ sons not merit [to be in the leadership of Israel]? Because they did not experience the exodus from Egypt and did not traverse the sea with the people of Israel, as they were [in Midian] with Jethro (Moses’ father-in-law—see Exodus 18:1–6).

(Midrash HaChefetz)

These are the generations of Aaron and Moses (3:1–2)

Usually Moses appears before Aaron, but in certain places Aaron is mentioned first. This is to teach us that they were both of equal importance.


Behold, I have taken the Levites from amongst the children of Israel . . . and the Levites shall be Mine (3:12)

Not only the tribe of Levi, but any man of all the inhabitants of the earth whose spirit has moved him and whose mind has given him to understand to set himself aside to stand before G‑d to serve Him, to worship Him, to know G‑d and walk justly as G‑d has created him [justly], and he cast from his neck the yoke of the many calculations that men seek—this man has become sanctified, a holy of holies, and G‑d shall be his portion and his lot forever, and shall merit him his needs in this world, as He has merited the kohanim and the Levites.


All that were numbered of the Levites . . . were twenty-two thousand (3:39)

The tribe of Levi was different from all the others: even counting all members from the age of one month, there were only 22,000; when those thirty years or older were counted, they totaled 8,000 (see Numbers 4:48). Hence, if we were to estimate their members from age twenty, they would not be half the number of the least populous of the other tribes!

It seems to me that this verifies that which our sages said, that the tribe of Levi was not subjected to slave labor in Egypt. G‑d greatly increased the numbers of the Israelites whose lives were made bitter by the Egyptians with hard labor in order to decimate them, in order to counteract the Egyptians’ decrees, as it is written (Exodus 1:12): “As they afflicted them, so did they increase, and so did they grow strong.” The tribe of Levi, however, increased only at the natural rate . . .


For the redemption of those 273 of the firstborn of the children of Israel who are more than the Levites, you shall take five shekels for every man (3:46–47)

In fact, [if we add up the counts of each of the clans, we can see that] there were 22,300 Levites: 7,500 Gershonites, 8,600 Kohathites and 6,200 Merarites—total 22,300, [300 more than listed in the total given for all the Levites.] So why were these not included with the rest in the redemption of the firstborn, so that the extra 273 should not require redemption? Our sages explained that these 300 were themselves firstborn, and had to “redeem” themselves.

(Rashi; Talmud)

Said Moses: How shall I act toward Israel? If I say to a man, “Give me [the shekels for] your redemption,” he will say: “A Levite has already redeemed me.”

What did Moses do? He brought twenty-two thousand slips and wrote on each “Levite,” and on another two hundred and seventy-three he wrote “five shekels.” Then he mixed them up, put them into an urn and said to the people, “Draw your slips.” To each who drew a slip bearing the word “Levite,” he said, “A Levite has redeemed you.” To each who drew a ticket with “five shekels” on it, he said, “Pay your redemption and go.”

(Talmud, Sanhedrin 17a)

When the camp journeys on, Aaron and his sons shall come and take down the dividing curtain [of the Sanctuary] and cover the Ark of Testimony with it. They shall place upon it a covering of tachash hide, and spread over it a garment wholly of blue wool (4:5–6)

Like the Ark, the soul of man is encased within three coverings: 1) it is overlaid with a selfish and materialistic character (what Chassidism calls “the animal soul”); 2) it is embedded within a physical body; 3) it is placed in a physical world which obscures and distorts the divine reality.

As long as the Ark stood in its place in the Holy of Holies, it had no need for coverings. But when the time came for it to journey on, G‑d commanded that it be “swallowed up” by its threefold vestment. The same applies to the soul. A “spark of G‑dliness,” the soul is perfect and complete unto itself. But to journey on—to advance further in the infinite journey toward union with its Infinite Source—it must undergo on a “descent for the sake of ascent.” It must be subjected to the threefold concealment of human nature, physicality and worldliness, to discover in the lowliest reaches of creation the key for even greater connection with G‑d.

(The Lubavitcher Rebbe)