Balak thought he might be next on the list to be defeated. He had heard of Balaam, who had a great reputation, far and wide, as one who could either bless or curse individuals and even nations. Balak sent word to the elders of his neighbors, the Midianites, and they and the elders of Moab journeyed to the home of Balaam. These "top leaders" took "the rewards of divination," or "money in their hands." (Numbers 22:7)

When the elders arrived and explained that they wanted him to go with them and curse Israel, that they might be able to "drive them out of the land," Balaam asked them to spend the night. During the night God appeared unto Balaam and said: "Thou shalt not go with them; thou shalt not the curse the people: for they are blessed." (v. 13) Early the next morning Balaam gave the elders of Moab and Midian his answer, one that did not please them: "The Lord refuseth to give me leave to go with you." The details are not given, but evidently Balaam was hankering after the silver and gold the elders had offered him. Yet, he did not go with them at that time. Then King Balak sent more honorable princes! They were to promise Balaam very great honor, and would do for him whatever he wished, if only he would curse Israel. When the new group arrived and made their offer, regardless of what he may have truly felt, he said to them: "If Balak would give me his house full of silver and gold, I cannot go beyond the word of the Lord my God, to do less or more." If he had "sent the princes packing" at once, the outcome for him might have been different. Instead, he urged them to stay overnight, and he would see what the Lord would instruct him to do.

Seeing the attitude of Balaam, the Lord allowed him to go with the princes, yet His "anger was kindled because he went." (v. 22) Then it was that the angel of the Lord stood in the way, his sword drawn, and the animal Balaam was riding on was enabled by the Lord to see the angel, even if Balaam did not! That is remarkable, of course, and it is even more remarkable that after another incident, in which the animal, passing through a narrow place, fell down under Balaam, and was beaten as a result, it was enabled to speak words of rebuke to her owner. Balaam then "said unto the angel of the Lord, I have sinned . . . I will get me back again." Now that he was on his way, however, it was the Lord's will for him to go with the princes, not to curse Israel, but to bless Israel. "How shall I curse, whom God hath not cursed? or how shall I defy, whom the Lord hath not defied? (23:8)

By this time King Balak had enough, or too much, of Balaam, for it was all blessing, and no cursing of Israel, but he tried one last time, to gain his desire against the Lord's people. This time Balaam had a great vision of the future happiness of Israel, which give a beautiful prophecy of the coming kingdom of Christ. The vision ends with these words: "He couched, he lay down as a lion, and as a great lion: who shall stir him up? Blessed is he that blesseth thee, and cursed is he that curseth thee." ... Shortly after this Balaam is permitted to have a further glimpse into the future concerning the coming of the Messiah, Jesus Christ. "I shall see him, but not now: I shall behold him, but not nigh: there shall come a Star out of Jacob, and a Sceptre shall rise out of Israel . . . and Israel shall do valiantly." (vv. 17-18)

On his way home Balaam passed through Midian and heard how the Israelites had committed harlotry with the daughters of Moab and had thereby been led into idolatry. He realized that this was the only sure method of undermining Israel. He advised the Midianites to send their choicest maidens to seduce the Israelites into idolatry. In this way they would forfeit the God's blessing.

While the Israelites stayed at Shittim, the people went whoring with the Moabite women and worshiped their god Baal-peor, enraging God. (Num. 25:1–3.) God told Moses to impale 1000 of the ringleaders and slay 24000 of those who had attached themselves to Baal-peor. (Num. 25.) When one of the Israelites publicly brought a Midianite woman over to his companions, Phinehas son of Eleazar took a spear, followed the Israelite into the chamber, and stabbed the Israelite and the woman through the belly.Then the plague against the Israelites was checked.