Fear took hold upon them there - Trembling seized them; they were filled with sudden consternation. That is, as soon as they saw the city, or had a distinct view of it, they became alarmed.
And pain - Distress; anguish. The distress arising from disappointed hopes, and perhaps from the apprehension of their own safety. They were filled with dismay.
As of a woman in travail - This comparison is often used in the Scriptures to denote the severest kind of pain. Compare Jeremiah 4:31; Jeremiah 6:24; Jeremiah 13:21; Jeremiah 22:23; Jeremiah 30:6; Jeremiah 49:24; Micah 4:9-10; Isaiah 53:11.

Fear took hold upon them there,.... That is, either when they came up to the city, and passed by it, and saw what they did; or, as Kimchi observes, in the place where they thought to have made a great slaughter; that is, in Armageddon, Revelation 16:16; so upon the slaughter of the seven thousand names of men, or men of name and renown, such as the kings here assembled, the remnant will be frightened, Revelation 11:13;
and pain, as of a woman in travail; this figure is made use of elsewhere, when the destruction of Babylon and the coming of Christ are spoken of; see Isaiah 13:8.

Fear - At the tidings of Tirhakah's coming against them, 2-Kings 19:9, and at that terrible slaughter of their army, 2-Kings 19:35.