1 But the next day Holofernes gave command to all his army, and to all his people who were come to be his allies, that they should remove their camp toward Bethulia, and take beforehand the ascents of the hill country, and make war against the children of Israel. 2 And every mighty man of them removed that day, and the host of their men of war was a hundred and seventy thousand footmen, and twelve thousand horsemen, beside the baggage, and the men that were on foot among them, an exceeding great multitude. 3 And they encamped in the valley near unto Bethulia, by the fountain, and they spread themselves in breadth over Dothan even to Belmain, and in length from Bethulia unto Cyamon, which is over against Esdraelon.

4 But the children of Israel, when they saw the multitude of them, were troubled exceedingly, and said every one to his neighbor, Now shall these men lick up the face of all the earth; and neither the high mountains, nor the valleys, nor the hills, shall be able to bear their weight. 5 And every man took up his weapons of war, and when they had kindled fires upon their towers, they remained and watched all that night.

6 But on the second day Holofernes led out all his horse in the sight of the children of Israel who were in Bethulia, 7 and viewed the ascents to their city, and searched out the fountains of the waters, and seized upon them, and set garrisons of men of war over them, and himself departed to his people.

8 And there came unto him all the rulers of the children of Esau, and all the leaders of the people of Moab, and the captains of the seacoast, and said,

9 Let our lord now hear a word, that there be not an overthrow in thy host. 10 For this people of the children of Israel do not trust in their spears, but in the height of the mountains wherein they dwell, for it is not easy to come up to the tops of their mountains. 11 And now, my lord, fight not against them as men fight who join battle, and there shall not so much as one man of thy people perish. 12 Remain in thy camp, and keep safe every man of thy host, and let thy servants get possession of the fountain of water, which issueth forth of the foot of the mountain: 13 because all the inhabitants of Bethulia have their water thence; and thirst shall kill them, and they shall give up their city: and we and our people will go up to the tops of the mountains that are near, and will encamp upon them, to watch that not one man go out of the city. 14 And they shall be consumed with famine, they and their wives and their children, and before the sword come against them they shall be laid low in the streets where they dwell. 15 And thou shalt render them an evil reward; because they rebelled, and met not thy face in peace.

16 And their words were pleasing in the sight of Holofernes and in the sight of all his servants; and he appointed to do as they had spoken. 17 And the army of the children of Ammon removed, and with them five thousand of the children of Asshur, and they encamped in the valley, and seized upon the waters and the fountains of the waters of the children of Israel. 18 And the children of Esau went up with the children of Ammon, and encamped in the hill country over against Dothan: and they sent some of them toward the south, and toward the east, over against Ekrebel, which is near unto Chusi, that is upon the brook Mochmur; and the rest of the army of the Assyrians encamped in the plain, and covered all the face of the land; and their tents and baggage were pitched upon it in a great crowd, and they were an exceeding great multitude.

19 And the children of Israel cried unto the Lord their God, for their spirit fainted; for all their enemies had compassed them round about, and there was no way to escape out from among them. 20 And all the army of Asshur remained about them, their footmen and their chariots and their horsemen, four and thirty days; and all their vessels of water failed all the inhabitants of Bethulia. 21 And the cisterns were emptied, and they had not water to drink their fill for one day: for they gave them drink by measure. 22 And their young children were out of heart, and the women and the young men fainted for thirst, and they fell down in the streets of the city, and in the passages of the gates, and there was no longer any strength in them. 23 And all the people were gathered together against Uzziah, and against the rulers of the city, the young men and the women and the children, and they cried with a loud voice, and said before all the elders,

24 God be judge between you and us: because ye have done us great wrong, in that ye have not spoken words of peace with the children of Asshur. 25 And now we have no helper: but God hath sold us into their hands, that we should be laid low before them with thirst and great destruction. 26 And now call them unto you, and deliver up the whole city for a prey to the people of Holofernes, and to all his host. 27 For it is better for us to be made a spoil unto them: for we shall be servants, and our souls shall live, and we shall not see the death of our babes before our eyes, and our wives and our children fainting in death. 28 We take to witness against you the heaven and the earth, and our God and the Lord of our fathers, who punisheth us according to our sins and the sins of our fathers, that he do not according as we have said this day.

29 And there was great weeping of all with one consent in the midst of the assembly; and they cried unto the Lord God with a loud voice. 30 And Uzziah said to them, Brethren, be of good courage, let us yet endure five days, in which space the Lord our God shall turn his mercy toward us; for he will not forsake us utterly. 31 But if these days pass, and there come no help unto us, I will do according to your words. 32 And he dispersed the people, every man to his own camp; and they went away unto the walls and towers of their city; and he sent the women and children into their houses: and they were brought very low in the city.