The second portion, Balak, Numbers 22:2-25:9, begins with the famous story of Balaam. Balak, the King of Moab, and a group of Midianite leaders are frightened by the Hebrew victory over the Amorites. They decide to hire a professional to curse the Hebrews, and this is Balaam son of Beor. God forbids Balaam to curse the Hebrews, and Balaam obeys.

King Balak sends other dignitaries to Balaam offering him anything he wants to curse the Hebrews. God permits Balaam to go with the dignitaries but adds, "Whatever I command you, that you shall do."

Balaam goes off with the dignitaries. God is furious and sends an adversary against Balaam. Balaam's donkey sees the angel; Balaam doesn't. The donkey swerves. Balaam beats the donkey. The donkey tries to avoid the angel a second time and her maneuver pushes Balaam's foot against a fence. Balaam beats the donkey. The donkey sees the angel again and lies down. Balaam beats the donkey.

The donkey turns to Balaam and says, "Why are you beating me?" Balaam answers the donkey. The donkey points out that she's not in the habit of causing trouble. Balaam agrees. Balaam then sees the angel. The angel informs Balaam that he may continue on his errand.

Balaam meets King Balak and has him set up seven altars. He makes offerings. He tells Balak to stay by the altars. Balaam goes off, and God puts words in Balaam's mouth. Balaam then blesses the Hebrews rather than cursing them.

King Balak is not happy. He tries a second time and makes seven altars. Again Balaam blesses the Hebrews. King Balak tries a third time. Again Balaam blesses the Hebrews. King Balak, in rage, strikes his hands together. Balaam reminds him that he can only speak what God permits. Balaam then dooms the Amalekites and the Kenites, and proceeds to go home.

Chapter 25 describes the people of Israel sinning by sleeping with Moabite women and joining in their sacrifices. God orders the ringleaders to be impaled. A Hebrew overtly takes a Midianite woman into his tent. Pinchas, son of Eleazar (the High Priest), takes a spear and skewers the pair through their bellies. The plague, which had killed 24,000 people, stopped.