No one was sent from the tribe of Levi because they were special servants of God, so two were sent from Joseph; one from the half tribe of Ephraim and one from the half tribe of Manasseh. Before his death, Jacob had adopted the two sons of Joseph as his own.

Moses gave them these instructions: "Go up through the Negev into the hill country and see what the land and the people are like. See if they are many or few, strong or weak, if the towns are unwalled or fortified. Find out if the land is good or bad, fertile or barren. Are there any trees? Since it's the time for the grapes to ripen, try and bring back some of the fruit."

So the men went out and explored the land as far as the northern border of what is now the nation of Lebenon. On the way back they collected some of the produce of the land including a cluster of grapes. The grapes were so large that they had to be carried on a pole between two of the men.

After forty days they returned to the encampment in Paran.

They reported to Moses, "We went up into the land as you commanded and indeed it does flow with milk and honey - just look at the fruit we brought back! But the people there are powerful and live in fortified cities. And we saw people of Anak there, very large and powerful!"

Caleb stood up and told Moses, "We should go up and take the land for we certainly can do it."

But all the others, with the exception of Joshua, said, "We can't attack those people, they're stronger than we are!" And they spread an evil, exaggerated report among the people of Israel, saying, "The land we explored devours people. All of the people we saw there are huge; We were like grasshoppers in our own eyes and in theirs too."

That night all the people wept and complained against Moses and Aaron saying, "Oh, we wish we would have died in Egypt or in the desert! Why has God brought us to this land to fall by the sword and our wives and children be taken as slaves?! Wouldn't it be better to return to Egypt? We should choose a new leader and return to Egypt!"

Moses and Aaron prostrated themselves to ask God's forgiveness for the peoples lack of faith in Him. Joshua and Caleb tore their clothes, a sign of grief or dismay, and said the people, "The land we explored is very good! If God is pleased with us, He will lead us into the land and give it to us. Don't rebel against God! Don't be afraid of the people who live there; we will swallow them up. Because God is with us their protection is nothing!"

But the people would not heed. They actually begin to talk about stoning Caleb and Joshua!

Suddenly the Glory of the Lord appeared in the tabernacle and God said to Moses, "How long will these people treat me with contempt? Look how they despite all the miracles I have done among them. They still don't believe in Me or My power! I will decimate them all with a plague and of you, who believe and serve me, I will raise up a nation even greater and stronger than they are."

But Moses said to God, "The Egyptians have seen how You took these people out of their land. They have heard how You are among the people, and that You are seen face to face by Your servant. They know You led Your people by a pillar of cloud by day, and a pillar of fire by night. And they have told the nations all around about it.

"If you kill all of these people all at once the Egyptians and all the other nations will hear about it and say, 'The Lord was not able to take His people into the land He promised them so He slaughtered them in the wilderness.'

"Please show Your great power, Your patience, and Your great mercy, forgiving sins but not clearing the willful sinners. I ask you fervently to pardon the sins or these people according to the greatness of Your mercy as You have continually forgiven them from their departure from Egypt until now."

And God said, "I have forgiven them as you have asked. But as surely as I live and My glory fills the whole earth, not a single person who has seen My glory and all the miracles I've done and yet has disobeyed and tried Me ten times and held Me in contempt, no, not one of them will live to see the land I promised to their forefathers!

"But because my servant Caleb has a different spirit and follows Me wholeheartedly, I will bring him into the land he explored and his descendants will inherit it. But now turn back tomorrow and return to the desert along the road of the Red Sea."

God told Moses to tell the people, "As I live, I will do to you everything I heard you say: Your bodies will fall in this desert; every one who is twenty or more years old and has grumbled against Me. No one will enter the land I promised to your forefathers except My servants, Caleb and Joshua.

"I will bring the children you thought would be taken as slaves into the land you have rejected to enjoy it. Your children will have to suffer for your lack of faith as shepherds in the desert for forty years until the last of you dies. One year for each day the spies explored the land you will wander, until you know what it is like to have Me against you - you who have been against Me."

The ten men who turned the people away and caused them to grumble and loose faith in God died of a plague from God. Of those who went out to spy out the land, only Caleb and Joshua survived.

When the people heard and saw these things they mourned and said, "We have sinned; we will go up to the land God has promised us."

But Moses said, "Why are you disobeying God's command? Don't try to go into the land now, you will not succeed. God will not be with you and your enemies will defeat you. The Amelikites and Canaanites will meet you and you will fall by the sword."

But they refused to listen to Moses and traveled toward the land, though Moses and the ark of the covenant stayed at the camp. The Amelikites and Canaanites came down against them and beat them all the way back to Hormah.