1The next day Holofer'nes ordered his whole army, and all the allies who had joined him, to break camp and move against Bethu'lia, and to seize the passes up into the hill country and make war on the Israelites. 2So all their warriors moved their camp that day; their force of men of war was one hundred and seventy thousand infantry and twelve thousand cavalry, together with the baggage and the foot soldiers handling it, a very great multitude. 3They encamped in the valley near Bethu'lia, beside the spring, and they spread out in breadth over Dothan as far as Balba'im and in length from Bethu'lia to Cy'amon, which faces Esdrae'lon.

4When the Israelites saw their vast numbers they were greatly terrified, and every one said to his neighbour, “These men will now lick up the face of the whole land; neither the high mountains nor the valleys nor the hills will bear their weight.” 5Then each man took up his weapons, and when they had kindled fires on their towers they remained on guard all that night.

6On the second day Holofer'nes led out all his cavalry in full view of the Israelites in Bethu'lia, 7and examined the approaches to the city, and visited the springs that supplied their water, and seized them and set guards of soldiers over them, and them returned to his army.

8Then all the chieftains of the people of Esau and all the leaders of the Moabites and the commanders of the coastland came to him and said, 9“Let our lord hear a word, lest his army be defeated. 10For these people, the Israelites, do not rely on their spears but on the height of the mountains where they live, for it is not easy to reach the tops of their mountains. 11Therefore, my lord, do not fight against them in battle array, and not a man of your army will fall. 12Remain in your camp, and keep all the men in your forces with you; only let your servants take possession of the spring of water that flows from the foot of the mountain — 13for this is where all the people of Bethu'lia get their water. So thirst will destroy them, and they will give up their city. We and our people will go up to the tops of the nearby mountains and camp there to keep watch that not a man gets out of the city. 14They and their wives and children will waste away with famine, and before the sword reaches them they will be strewn about in the streets where they live. 15So you will pay them back with evil, because they rebelled and did not receive you peaceably.”

16These words pleased Holofer'nes and all his servants, and he gave orders to do as they had said. 17So the army of the Ammonites moved forward, together with five thousand Assyrians, and they encamped in the valley and seized the water supply and the springs of the Israelites. 18And the sons of Esau and the sons of Ammon went up and encamped in the hill country opposite Dothan; and they sent some of their men toward the south and the east, toward Acr'aba, which is near Chusi beside the brook Mochmur. The rest of the Assyrian army encamped in the plain, and covered the whole face of the land, and their tents and supply trains spread out in great number, and they formed a vast multitude.

19The people of Israel cried out to the Lord their God, for their courage failed, because all their enemies had surrounded them and there was no way of escape from them. 20The whole Assyrian army, their infantry, chariots, and cavalry, surrounded them for thirty-four days, until all the vessels of water belonging to every inhabitant of Bethu'lia were empty; 21their cisterns were going dry, and they did not have enough water to drink their fill for a single day, because it was measured out to them to drink. 22Their children lost heart, and the women and young men fainted from thirst and fell down in the streets of the city and in the passages through the gates; there was no strength left in them any longer.

23Then all the people, the young men, the women, and the children, gathered about Uzzi'ah and the rulers of the city and cried out with a loud voice, and said before all the elders, 24“God be judge between you and us! For you have done us a great injury in not making peace with the Assyrians. 25For now we have no one to help us; God has sold us into their hands, to strew us on the ground before them with thirst and utter destruction. 26Now call them in and surrender the whole city to the army of Holofer'nes and to all his forces, to be plundered. 27For it would be better for us to be captured by them;7.27 Other authorities add than to die of thirst for we will be slaves, but our lives will be spared, and we shall not witness the death of our babes before our eyes, or see our wives and children draw their last breath. 28We call to witness against you heaven and earth and our God, the Lord of our fathers, who punishes us according to our sins and the sins of our fathers. Let him not do this day the things which we have described!”

29Then great and general lamentation arose throughout the assembly, and they cried out to the Lord God with a loud voice. 30And Uzzi'ah said to them, “Have courage, my brothers! Let us hold out for five more days; by that time the Lord our God will restore to us his mercy, for he will not forsake us utterly. 31But if these days pass by, and no help comes for us, I will do what you say.”

32Then he dismissed the people to their various posts, and they went up on the walls and towers of their city. The women and children he sent home. And they were greatly depressed in the city.