In the United States, every state manufactures its own automobile license plates. Almost every state places a slogan or description on its license plate. These slogans are designed to say something attractive or significant about the state to create a positive image. In the state if Arkansas, for example (pronounced Ar-kan-saw), its license plates read “Land of Opportunity.”

If the Israelites were to carry license plates as they marched through the Sinai desert for 40 years, they would surely have read something like, “Land of Missed Opportunity.”

Chapters 13 and 14 of Numbers describe one of the greatest missed opportunities the Israelites ever experienced. This lesson studies that missed opportunity, examines what caused the opportunity to be missed, and discovers the consequences faced by the Israelites as a result of that lost opportunity.

1Then the Lord spoke to Moses saying, 2“Send out for yourself men so that they may spy out the land of Canaan, which I am going to give to the sons of Israel; you shall send a man from each of their fathers’ tribes, every one a leader among them.”

[Read 13:1-2]

Q: Whose idea was it initially to spy out the land of Canaan?

A: The answer to this may be found in Deuteronomy 1:22-25. It was the Israelites themselves who came up with the idea. They requested, Moses prayed, and God approved. God gave instructions to Moses on how to spy out the land; that is, with representatives from each tribe. However, there is no indication that God Himself thought it necessary to spy out the land. This raises an interesting question as to why the people wanted to spy out the land.

Q: What are the conditions upon which the Lord will give the Israelites the land?

A: The Lord said, “Spy out the land of Canaan, which I am going to give to the sons of Israel…” There are no conditions. The Lord did not say, “…which I am going to give to Israel if…” The Lord was making an unconditional promise to the Israelites.

Application: What are some unconditional promises that God has given all who receive Jesus Christ as their personal Savior? (For example, the promise of redemption and the forgiveness of sin, the promise of eternal life, the promise of the Holy Spirit, et cetera.)

3So Moses sent them from the wilderness of Paran at the command of the Lord, all of them men who were heads of the sons of Israel. 4These then were their names:


from the tribe of Reuben, Shammua
the son of Zaccur;

5from the tribe of Simeon, Shaphat
the son of Hori;

6from the tribe of Judah, Caleb the
son of Jephunneh;

7from the tribe of Issachar, Igal the
son of Joseph;

8from the tribe of Ephraim, Hoshea
the son of Nun;

9from the tribe of Benjamin, Palti the
son of Raphu;

10from the tribe of Zebulun, Gaddiel
the son of Sodi;

11from the tribe of Joseph, from the
tribe of Manasseh, Gaddi the
son of Susi;

12from the tribe of Dan, Ammiel the
son of Gemalli;

13from the tribe of Asher, Sethur the
son of Michael;

14from the tribe of Naphtali, Nahbi the
son of Vophsi;

15from the tribe of Gad, Geuel the son
of Machi.


16These are the names of the men whom Moses sent to spy out the land; but Moses called Hoshea the son of Nun, Joshua.

17When Moses sent them to spy out the land of Canaan, he said to them, “Go up there into the Negev; then go up into the hill country. 18See what the land is like, and whether the people who live in it are strong or weak, whether they are few or many. 19How is the land in which they live, is it good or bad? And how are the cities in which they live, are they like open camps or with fortifications? 20How is the land, is it fat or lean? Are there trees in it or not? Make an effort then to get some of the fruit of the land.” Now the time was the time of the first ripe grapes.

21So they went up and spied out the land from the wilderness of Zin as far as Rehob, at Lebo-hamath. 22When they had gone up into the Negev, they came to Hebron where Ahiman, Sheshai and Talmai, the descendants of Anak were. (Now Hebron was built seven years before Zoan in Egypt.)

23Then they came to the valley of Eshcol and from there cut down a branch with a single cluster of grapes; and they carried it on a pole between two men, with some of the pomegranates and the figs. 24That place was called the valley of Eshcol, because of the cluster which the sons of Israel cut down from there.

[Read 13:3-24]

Q: In verses 17-20, did Moses’ instructions to the men include, “And when you return, make a recommendation as to whether or not we should go into the land”?

A: No, because it was the people’s idea, Moses was merely asking for their input, not their opinion.

Q: In verse 21, how much of the land did the spies cover?

A: Archeology informs us that the spies went from the Negev (the southernmost region of Palestine) to Rehob (the northernmost city).

Q: In verse 22, who are the descendants of Anak, and what is the significance of their presence?

A: The descendants of Anak, the Anakim, were a very tall race of people living in Hebron and the surrounding hill country of Canaan. The spies will later compare them to the Nephilim mentioned in Genesis 6:4. In terms of their significance, there is none. God will give the land to the people regardless of who lives there.

Application: What does this tell us about any task God wishes us to do?

  1. No matter what He asks us to do, there will be obstacles, often obstacles that seem insurmountable
  2. Giving” the land does not mean “giving without costs.” Therefore, no matter what we do for God, there will be personal costs involved. We pay the personal costs because we believe in the Lord Jesus Christ and feel He is worth sacrificing for.
25When they returned from spying out the land, at the end of forty days, 26they proceeded to come to Moses and Aaron and to all the congregation of the sons of Israel in the wilderness of Paran, at Kadesh; and they brought back word to them and to all the congregation and showed them the fruit of the land. 27Thus they told him, and said, “We went in to the land where you sent us; and it certainly does flow with milk and honey, and this is its fruit. 28Nevertheless, the people who live in the land are strong, and the cities are fortified and very large; and moreover, we saw the descendants of Anak there. 29Amalek is living in the land of the Negev and the Hittites and the Jebusites and the Amorites are living in the hill country, and the Canaanites are living by the sea and by the side of the Jordan.”

[Read 13:25-29]

Q: Compare verse 27 with verses 28-29. What are some of the differences?

A: In verse 27, the spies are acknowledging the good things of the land. In verses 28 and 29, however, they are looking at the problems, the obstacles, the potential costs.

Q: What are some of the problems pointed out by the spies and what truths are being overlooked by focusing on the problems?

  1. The people…are strong.”
    (Perhaps stronger than the Israelites, but God is stronger than them both.)

  2. The cities are fortified and very large.”
    (Therefore, when we conquer the land, someone else will have done all our building for us. We won’t have to waste time building our cities!)

  3. We saw the descendants of Anak…”
    (Big, tall people are usually slower, less mobile and overconfident. Therefore, adjust your battle plan accordingly. No problem.)

  4. Amalek…Hittite…Jebusite…Amorite…Canaanite” are living there.
    (God has already promised He would wipe out all of them because of their wickedness [Exodus 3:17]; the “iniquity of the Amorite” is now complete [Genesis 15:16]. The Israelites just didn’t realize that God was going to use them to carry out the judgment.)

30Then Caleb quieted the people before Moses and said, “We should by all means go up and take possession of it, for we will surely overcome it.”

31But the men who had gone up with him said, “We are not able to go up against the people, for they are too strong for us.” 32So they gave out to the sons of Israel a bad report of the land which they had spied out, saying, “The land through which we have gone, in spying it out, is a land that devours its inhabitants; and all the people whom we saw in it are men of great size. 33There also we saw the Nephilim (the sons of Anak are part of the Nephilim); and we became like grasshoppers in our own sight, and so we were in their sight.”

[Read 13:30-33]

Q: In verse 30, who is the one who is fearless and puts his trust in God?

A: Caleb. Joshua (13:8) will also trust in the Lord. (Note: Moses changes Hoshea’s name, meaning “desire for salvation,” to Joshua, meaning “the Lord is salvation.” This is probably prophetic for Joshua’s – and eventually Jesus’ – role in deliverance.)

Q: What is true and what is missing in verse 31?

A: It is a true statement that, “they are too strong for us.” What is omitted is that the men fail to factor in God’s power and strength. They are focusing on the problem, the obstacle, rather than the answer. This points to spiritual immaturity and a severe lack of faith.

Q: In verses 31-33, what do the reluctant spies do to validate themselves and their report?

A: First, they give an opinion rather than an observation. It is one thing to say that the inhabitants of Canaan are large people; it is quite another to assume that the Israelites would fail against them. This is incorrect logic based on deduction rather than God’s promises.

Second, they made a concerted effort to persuade the people to agree with them. They could have just as easily given a good report, such as “It is a wonderful land that God is giving to us. With Him fighting for us, we can overcome any obstacle.”

Third, they exaggerated, distorted and even fabricated a myth. (This is the original “urban myth.”) They referred to the sons of Anak as “part of the Nephilim.” This could not be true. The Nephilim and all their descendants were destroyed during the flood. How could the sons of Anak be part of the Nephilim? The only survivors of the flood were Noah’s family of which the Nephilim are not a part.

Application: Have you ever exaggerated something to prove a point? Have preachers or pastors ever exaggerated from the pulpit to make a point? How honest is that? Is God pleased with an exaggerated, distorted or fabricated false report?

1Then all the congregation lifted up their voices and cried, and the people wept that night. 2All the sons of Israel grumbled against Moses and Aaron; and the whole congregation said to them, “Would that we had died in the land of Egypt! Or would that we had died in this wilderness! 3Why is the Lord bringing us into this land, to fall by the sword? Our wives and our little ones will become plunder; would it not be better for us to return to Egypt?” 4So they said to one another, “Let us appoint a leader and return to Egypt.”

5Then Moses and Aaron fell on their faces in the presence of all the assembly of the congregation of the sons of Israel. 6Joshua the son of Nun and Caleb the son of Jephunneh, of those who had spied out the land, tore their clothes; 7and they spoke to all the congregation of the sons of Israel, saying, “The land which we passed through to spy out is an exceedingly good land. 8If the Lord is pleased with us, then He will bring us into this land and give it to us—a land which flows with milk and honey. 9Only do not rebel against the Lord; and do not fear the people of the land, for they will be our prey. Their protection has been removed from them, and the Lord is with us; do not fear them.”

10But all the congregation said to stone them with stones. Then the glory of the Lord appeared in the tent of meeting to all the sons of Israel.

11The Lord said to Moses, “How long will this people spurn Me? And how long will they not believe in Me, despite all the signs which I have performed in their midst? 12I will smite them with pestilence and dispossess them, and I will make you into a nation greater and mightier than they.”

13But Moses said to the Lord, “Then the Egyptians will hear of it, for by Your strength You brought up this people from their midst, 14and they will tell it to the inhabitants of this land. They have heard that You, O Lord, are in the midst of this people, for You, O Lord, are seen eye to eye, while Your cloud stands over them; and You go before them in a pillar of cloud by day and in a pillar of fire by night. 15Now if You slay this people as one man, then the nations who have heard of Your fame will say, 16‘Because the Lord could not bring this people into the land which He promised them by oath, therefore He slaughtered them in the wilderness.’ 17But now, I pray, let the power of the Lord be great, just as You have declared, 18‘The Lord is slow to anger and abundant in lovingkindness, forgiving iniquity and transgression; but He will by no means clear the guilty, visiting the iniquity of the fathers on the children to the third and the fourth generations.’ 19Pardon, I pray, the iniquity of this people according to the greatness of Your lovingkindness, just as You also have forgiven this people, from Egypt even until now.”

[Read 14:1-19]

Q: In verses 6-9, what was the difference in Joshua’s and Caleb’s response compared to the other ten spies?

A: They believed and trusted in God’s word. They also saw that not trusting God was a form of rebellion against Him.

Q: In verses 11-19, what proposal does God make to Moses, and what is Moses’ response?

A: God suggests ridding Himself of the Israelites and starting a new nation through Moses. But Moses states that if God rids Himself of the Israelites, His reputation would be tarnished.

Q: What do you think was going on in the preceding dialogue between Moses and God? Did God really intend to start a new nation through Moses?

A: No, because of His compassion and ability to forgive, and because of the very reason Moses elucidated. God speaks thusly in order for Moses to discover more about His God. This event will cause Moses to have an even a greater understanding of the nature, character and attributes of the God whom he met at the burning bush.

Q: What does Moses’ response tell you about the man himself?

A: He was a man of intense integrity. He also had the vision to see God’s long-range plan and not to resort to quick, short-term solutions.

Application: Have you noticed that people such as Moses and Hezekiah for whom God appeared to change His mind, were men that made requests not for their own selves and name, but for the honor and glory of God’s? What does this reveal about our own desires and approach to God? How much time do we spend focused on requests for our self versus HIS name, work, and glory? Are we as concerned as Moses about the witness of His work for unbelievers?

20So the Lord said, “I have pardoned them according to your word; 21but indeed, as I live, all the earth will be filled with the glory of the Lord. 22Surely all the men who have seen My glory and My signs which I performed in Egypt and in the wilderness, yet have put Me to the test these ten times and have not listened to My voice, 23shall by no means see the land which I swore to their fathers, nor shall any of those who spurned Me see it. 24But My servant Caleb, because he has had a different spirit and has followed Me fully, I will bring into the land which he entered, and his descendants shall take possession of it. 25Now the Amalekites and the Canaanites live in the valleys; turn tomorrow and set out to the wilderness by the way of the Red Sea.”

26The Lord spoke to Moses and Aaron, saying, 27“How long shall I bear with this evil congregation who are grumbling against Me? I have heard the complaints of the sons of Israel, which they are making against Me. 28Say to them, ‘As I live,’ says the Lord, ‘just as you have spoken in My hearing, so I will surely do to you; 29your corpses will fall in this wilderness, even all your numbered men, according to your complete number from twenty years old and upward, who have grumbled against Me. 30Surely you shall not come into the land in which I swore to settle you, except Caleb the son of Jephunneh and Joshua the son of Nun. 31Your children, however, whom you said would become a prey—I will bring them in, and they will know the land which you have rejected. 32But as for you, your corpses will fall in this wilderness. 33Your sons shall be shepherds for forty years in the wilderness, and they will suffer for your unfaithfulness, until your corpses lie in the wilderness. 34According to the number of days which you spied out the land, forty days, for every day you shall bear your guilt a year, even forty years, and you will know My opposition. 35I, the Lord, have spoken, surely this I will do to all this evil congregation who are gathered together against Me. In this wilderness they shall be destroyed, and there they will die.’”

36As for the men whom Moses sent to spy out the land and who returned and made all the congregation grumble against him by bringing out a bad report concerning the land, 37even those men who brought out the very bad report of the land died by a plague before the Lord. 38But Joshua the son of Nun and Caleb the son of Jephunneh remained alive out of those men who went to spy out the land.

[Read 14:20-38]

Q: What was the consequence for the Israelites for failing the trust in God?

A: Clearly, every person who was numbered – twenty years and older – would never make it to the promise land. They would all die in the wilderness. For 38 years, over 2 million people would die in the desert of Sinai.

Q: Why were Caleb and Joshua spared?

A: Because they believed in, trusted in, and relied upon God.


Final Application

Are you now experiencing consequences for failing to trust God fully at a critical point in your life? Perhaps involving relationships, or marriage, or mission opportunities? What are the consequences you are experiencing, and how has the God who “…is slow to anger and abundant in lovingkindness, forgiving iniquity and transgression,” redeemed your situation? Has it occurred to you that perhaps you’re more concerned with your own name and glory than His? End