And he numbered them in Bezec: and there were of the children of Israel three hundred thousand: and of the men of Juda thirty thousand.

And he inspecteth them in Bezek, and the sons of Israel are three hundred thousand, and the men of Judah thirty thousand.

And he took a census of them at Bezek. And there were three hundred thousand of the sons of Israel. And there were thirty thousand of the men of Judah.

He numbered them - This was done to see who was absent (compare Judges 21:9).
Bezek has been conjectured to be the name of a district rather than of a town. Two villages retained the name in the time of Eusebius 17 miles from Nablous, on the way to Beth-shean.
The children of Israel and the men of Judah - This looks like the language of later times, times perhaps subsequent to the establishment of the two kingdoms of Israel and Judah. Israel here (including Benjamin) is as ten to one compared with Judah. This is about the true proportion.

The children of Israel were three hundred thousand, and the men of Judah thirty thousand - This was a vast army, but the Septuagint make it even more: "All the men of Israel were ἑξακοσιας χιλιαδας, Six Hundred thousand; and the men of Judah ἑβδομηκοντα χιλιαδας, Seventy thousand." Josephus goes yet higher with the number of the Israelites: "He found the number of those whom he had gathered together to be ἑβδομηκοντα μυριαδας Seven Hundred thousand." Those of the tribe of Judah he makes seventy thousand, with the Septuagint. These numbers are not all right; and I suspect even the Hebrew text to be exaggerated, by the mistake or design of some ancient scribe.

And when he numbered them at Bezek,.... Which was the place appointed to meet at, the same with that in Judges 1:4; see Gill on Judges 1:4 though some take the word to be an appellative, and not, the proper name of a place, and render it, "with a stone"; with which he numbered, taking a stone from each, and laying them on a heap, and then telling them (u); so Bizakion signifies little stones (w) with the Greeks: or "with a fragment"; either of an earthen vessel, or of a stone, or of the branch of a tree they carried in their hands, and so the king's servants numbered not the men, but the branches (x):
and the children of Israel were three hundred thousand men; who came together on this occasion; these were of the eight tribes and a half on this side Jordan:
and the men of Judah thirty thousand; which tribe is mentioned distinctly, because a noble and warlike tribe, which usually first went up to battle; and though the number of them at this time assembled may seem comparatively small, yet this may easily be accounted for; because they bordered upon the Philistines, who watched every opportunity to take an advantage of them, and therefore could not leave their tribe destitute, but reserved a sufficient number to guard their coasts, and yet were desirous to testify their obedience to Saul, though chosen king out of another tribe, when they might have expected from prophecy that the dominion belonged to them. Josephus (y) has made a gross mistake in the numbers here, he makes the men of Israel to be 700,000, and the men of Judah 70,000, contrary to the text, the Targum, Syriac and Arabic versions; but the Septuagint comes pretty near him, which has 600,000 of the men of Israel, 70,000 of the men of Judah.
(u) Vid. T. Bab. Yoma, fol. 22. 2. & Gloss. in ib. (w) Suidas in voce (x) Vid. Sheringham. in Misn. Yoma, c. 2. sect. 1. p. 14. (y) Ut supra, (Antiqu. l. 6. c. 5.) sect. 3.

Bezek--This place of general muster was not far from Shechem, on the road to Beth-shan, and nearly opposite the ford for crossing to Jabesh-gilead. The great number on the muster-roll showed the effect of Saul's wisdom and promptitude.

Saul held a muster of the people of war, who had gathered together at (or near) Bezek, a place which was situated, according to the Onom. (s. v. Bezek), about seven hours to the north of Nabulus towards Beisan (see at Judges 1:4). The number assembled were 300,000 men of Israel, and 30,000 of Judah. These numbers will not appear too large, if we bear in mind that the allusion is not to a regular army, but that Saul had summoned all the people to a general levy. In the distinction drawn between the children of Judah and the children of Israel we may already discern a trace of that separation of Judah from the rest of the tribes, which eventually led to a formal secession on the part of the latter.

Men of Judah - Who are numbered apart to their honour, to shew how readily they, to whom the kingdom was promised, Genesis 49:10, submitted to their king, though of another tribe; and how willing they were to hazard themselves for their brethren although they might have excused themselves from the necessity of defending their own country from their dangerous neighbours the Philistines.