And these are the names of the children of Israel who came to Egypt. The Torah added the letter “vav” [meaning “and”] to the word “ve’eleh” [“and these”], and also initially said “haba’im” [“who are coming”] in the present tense, but then said “ish uveito ba’u” [“each man and his household came”] in the past tense. This is because it was said above: and he was placed in a coffin in Egypt (Genesis 50:26). After Joseph’s death, the Egyptians were no longer favorably disposed toward Israel as before, and they then felt their coming to Egypt as if they had just arrived in Egypt at that moment. Therefore it says “ve’eleh” [“and these”], adding to the previous matter, because due to Joseph’s death, it was as if they were now arriving. Nevertheless, although Joseph died, Jacob did not die. Therefore it says “et Ya’akov” [“with Jacob”], because they were still with Jacob, and Jacob’s merit protected them. [They were protected] by the merit of their being fenced off from sexual immorality, as they did not want to marry Egyptian women who were steeped in lewdness, and they all married wives before coming to Egypt. This is what it means by saying “ish uveito ba’u” [“each man and his household came”].

And the commentators (Rabbeinu Bachya 1) have said: A man and his household came — “a man” refers to the Holy One, Blessed be He, [as it says:] A man of war, and “his household” refers to His court [beit din], as it is written: And the Lord went before them (Exodus 13:21) — He and His court (Zohar page 46). What is the relevance of His court here? It appears that this comes to assure them that the promise, and also the nation whom they shall serve, I will judge (Genesis 15:14), would be fulfilled for them. Therefore, the Holy One, Blessed be He, and His court came with them to assure them that the Lord fights for them against Egypt.

And these are the names of the children of Israel. Rashi explains that this is to make known their preciousness as they are compared to stars, etc. Some say that just as a star, even though it is not visible during the day, nevertheless exists during the day, so too the righteous person in the World to Come, which is compared to day, has existence although they are not seen, and are only lost to their generation. And some say the opposite, that just as a star is only visible at night, so too the light of the righteous shines after their sun sets, as it is said: Before the sun darkens, etc. (Ecclesiastes 12:2). And it appears to me that the main good name of a person is only recognized after their death, because during their lifetime it is not known whether they will remain in their righteousness, as it is written: And I praise the dead (Ecclesiastes 4:2), because during their lifetime there is no place to tell their praise, for who knows if they will remain in their righteousness. And this is what is meant by And Joseph was in Egypt — Rashi explains that this comes to make known his righteousness, that he remained righteous from beginning to end. For at the end of all matters, everything is heard, therefore his praise is told after he was placed in a coffin in Egypt. And in this they are compared to stars which are visible after the setting of the sun; similarly, after a person’s sun sets, their righteousness is visible if it remained with them until their end. And this is what is written: And those who lead many to righteousness will shine like the stars forever and ever (Daniel 12:3). For one who leads many to righteousness will not come to sin, so that they should not be in Gehenna while their students are in the Garden of Eden (Yoma 87a). And for such a person, it is definite that their light will shine like the stars forever and ever, even after their death. But one who does not lead many to righteousness — it is not definite that they will remain in their righteousness forever.

And as our Sages of blessed memory said (see Exodus Rabbah 1:3) that they [the Israelites] were compared to stars that are brought in and taken out by count, there is a hint to this from what is said “haba’im” [those who are coming] in present tense, and it is written each man and his household came in past tense, because it speaks of two entries: one when they came to Egypt with Jacob — each man and his household came — that first entry was with Jacob, and each man came with his household, his wife. But now as it wishes to speak of their deaths, for this is also called an “entry” and it is as if they are now entering [Egypt] again after they died and they would remain there, and this is a second entry in the present tense. But not with Jacob, for they died and Jacob did not die. Also, this entry is not each man and his household together, because one’s wife and children only accompany him to the grave, as is found in the parable in Pirkei d’Rabbi Eliezer (Chapter 34). Therefore this is not each man and his household. So from this there is proof that it speaks of entry and exit, for both are called “entry.”

And the matter of the number is, to make known their stature, because every important thing has a number, as will be explained with God’s help in the portion of Ki Tisa (Exodus 30:12). And regarding the stature of the righteous person who died, it is written: You have counted my wanderings, put my tears in Your flask, are they not in Your accounting? (Psalms 56:9). And this verse was expounded by our Sages (Shabbat 105b) regarding one who sheds tears over a worthy person. Nevertheless, what is said: are they not in Your accounting? requires explanation. And it appears that [the Psalmist] wanted to bring proof of the stature of the righteous person who died, that he is not a lost thing and has substance, and he said: are they not in Your accounting? because You bring them in by number, therefore I ask that You also count my wanderings and place my tears in Your flask for safekeeping.

Reuben, Simeon, etc. Here, their names are detailed according to the Midrash (Vayikra Rabbah 32:5): “Our ancestors were redeemed from Egypt on account of four merits: they did not change their names, they did not change their language, they were fenced off from sexual immorality, and there were no informers among them, etc.” The reason for this matter is explained in the Yalkut on this portion: All the names of the tribes were called in reference to the redemption. “Reuben” relates to I have surely seen the affliction of My people. “Simeon” relates to God heard their groaning, and similarly for all of them. According to this, if they had changed their names, they would have lost their connection to the redemption and would not have been worthy of being redeemed, as they would have exchanged their names which indicated redemption and called themselves by new names that had no indication of redemption. Or perhaps, the changing of their names would have caused them to despair of redemption, and they would not have sought the face of God regarding redemption and transformation.

Similarly, if they had changed their language, even though they had not changed their names, nevertheless their names would not have indicated the redemption. For specifically in the holy language [Hebrew], the name Reuben points to I have surely seen the affliction of my people, and Simeon to God has heard, but in another language, the name Reuben would not indicate “I have seen,” and likewise for all of them. Because they were fenced in from immorality, they were not fit to be among the Egyptians who were steeped in lewdness, as it says about them: whose flesh is as the flesh of donkeys, and whose issue is like the issue of horses (Ezekiel 23:20). And because there was no evil speech among them, and they kept hidden let every woman ask of her neighbor, therefore they were redeemed. For if this matter had not been kept hidden, the Egyptians would not have lent them anything, and then it would not have been possible to redeem them, lest that elder [Abraham] say: They will serve them and they will afflict them was fulfilled, but afterward they will go out with great wealth was not fulfilled. Therefore it says: These are the names of the children of Israel, for even though Joseph had died and the bondage was about to begin, nevertheless the impression of redemption remained intact, because these names came with them previously, and with them they are coming also now, for their names did not change. And this is proof that they also did not change their language, otherwise there would be no significance to the fact that they did not change their names.

“Each man and his household came,” for they were fenced off from sexual immorality, as each one clung to his wife and not to another. Furthermore, they took wives before they came to Egypt so that they would not take wives from the Egyptians who were steeped in lewdness. And afterward, the Torah specifies Reuben, Simeon, etc., because these names indicate redemption.

“And there was all one soul.” The verse calls the seventy souls a single soul, to hint that there was peace among them because there was no evil speech or slander among them. They were like one person whose heart does not reveal to his mouth, so was the matter kept secret among them for a full twelve months. And perhaps for this reason it also states: those who came out of Jacob’s thigh, to tell you that just as the thigh is in private, so too the matter was kept private among them.

And the children of Israel were fruitful and multiplied abundantly. Since the text had already mentioned that Joseph died along with all his brothers and that entire generation, but it did not mention the death of Jacob because Jacob did not truly die, and this merit — that they were the children of Israel — remained forever. Therefore it says: And the children of Israel, by virtue of being the sons of Israel, were fruitful and multiplied abundantly, etc. And the reason it says, “children of Israel” and not “children of Jacob” is because the name Jacob represents the physical, while Israel represents the spiritual, as the materiality had already been removed from Jacob.

“And they multiplied and grew exceedingly strong.” It should have said, “very very” [instead of “exceedingly”]. What is meant by “bemeod” [with might]? Rather, it wants to teach that they became wealthy also in possessions, which is called “meod” [might/wealth], as it is written and with all your might (Deuteronomy 6:5). This is what it means: “and they grew strong with might [bemeod]” — meaning with possessions that are called “might,” and with that “might” they grew very strong. Therefore, Pharaoh planned to bring them to poverty, as it is written: and they placed tax collectors over them, because through the taxes they would pay, they would come to poverty. And for this Pharaoh was punished, because the building caused him to become poor, as it says: and he built storage cities for Pharaoh, and as our Sages of blessed memory said, (Yevamot 63a) One who engages in building becomes impoverished.

“And the land was filled with them.” It should have said, “and the land was filled from them.” What does “them” [in this context] mean? Rather, the land caused them to be fruitful and multiply, as we explained above on the verse and may they proliferate abundantly like fish within the land (Genesis 48:16) — literally within it, as our Sages said (Shemot Rabbah 1:12): The Egyptians sought to kill them, but a miracle occurred and they were absorbed into the ground, and [the Egyptians] would plow over them. Afterwards, they would sprout and rise up, as it is said: (Ezekiel 16:7): I made you as numerous as the plants of the field, etc. According to this, if the land had not covered them, they would not have multiplied so greatly. Thus, the land caused them to be so numerous. Therefore, it does not say that they filled the land, but rather that the land filled them. We can further interpret the term “vayishretzu” [they swarmed] to mean that after Joseph died, along with all his brothers and that entire generation of righteous people who had protected them, from then on they became as lowly as creeping things of the dust in the eyes of the Egyptians. Therefore it says, “vayishretzu” [they swarmed].

“And a new king arose over Egypt, etc.” The term “arising” we do not find with a king, for it should have said “and a new king reigned over Egypt” — what is meant by “arose”? It seems that the term “arising” applies to someone who rises up against his fellow to harm him, as it is written And Cain rose up against his brother Abel and killed him (Genesis 4:8). And it is written: For as when a man rises against his neighbor and murders him (Deuteronomy 22:26), similarly this tyrannical king, through the schemes he devised against Israel against the will of God, blessed be He — even though he saw that God was with them in that they were being fruitful and multiplying in an unnatural way, nevertheless he wanted to outsmart the Blessed One. Through this, he caused God to return his schemes upon his own head through the plagues of wrath and anger that God sent upon them, as it is written: Do you not yet know that Egypt is destroyed? (Exodus 10:7) From this, it seems as if he [the king] arose against them [the Egyptians] to bring all those plagues upon the Egyptians.

And he said, “who did not know Joseph,” meaning he did not know what happened to Joseph, that his brothers tried with all their might to destroy him and nullify his dreams, but all their schemes were unsuccessful, because God’s will was with Joseph to elevate him, and the word of our God stands forever. Similarly, Pharaoh said, lest they multiply against the will of God who had said, so shall they multiply, and he devised plans against them but did not succeed, just as Joseph’s brothers did not succeed. And in every way that he rose up against Israel, that very rising up came back upon the Egyptians, and His wrath descended upon their heads.

“Behold, the people of the children of Israel are more numerous and powerful than we.” He added the word “people” because he should have [just] said “Behold, the children of Israel.” Also, why does it say, and he said to his people — did he speak to all the people? It should have said “and he said to his officers and his wise men.” Rather, Pharaoh said to them that it is not proper for two opposing nations to dwell in one country. Therefore, it says, “and he said to his people” for the sake of his people, meaning to say that “you are a unique people in the land, but behold, the people of the children of Israel” — for the children of Israel have also become a people themselves. In a short time, they became numerous, and even though they are not yet more numerous than us, nevertheless they are stronger than us; they are naturally mighty. For all twins tend to be naturally weak, but here six were born in one womb and nevertheless they are naturally stronger than we are. Therefore, “let us deal wisely with him lest he multiply” — for in addition to their natural strength, they might also become more numerous than us. And even though with the word “multiply” it is not yet clear that they would be more numerous than them, nevertheless he continued and clarified his words afterward and said, “and it will happen that when war occurs, they will add to our enemies.” It is as if he said “and he will also add against us,” meaning they are already stronger than us, and if they multiply further, then they will also increase against us. And the word “also” refers to [being beside] their strength. And that which he said “against our enemies” is like one who attributes his curse to his enemies, saying they will become numerous against our enemies, though his main intention is to say they will become numerous against us. And he did not want to say “against us” to attribute the curse to himself, so he attributed it to his enemies, saying they will be numerous and additional against our enemies. Even though regarding strength he attributed it to himself, saying “stronger than us” because this was already the case, but the multiplication that was to occur in the future he did not want to attribute to himself.

And according to what our Rabbis of blessed memory expounded, (Shemot Rabbah 1:9) Come, let us deal wisely with him, [refers to] the Savior of Israel. It seems appropriate to explain that the word “than us” [mimenu] also refers to the Holy One, Blessed be He, similar to how they interpreted (Sotah 35a) the verse for he is stronger than us (Numbers 13:31) — as if even the master of the house cannot remove his vessels from there. Similarly, “and mightier than us” refers to the Holy One, Blessed be He, with the letter nun in “mimenu” vowelized with a cholam [mimeno, which means, “than/from Him”]. The meaning is that all of Israel’s strength is drawn to them from Him, blessed be He, namely from the source of Israel. Therefore, Come, let us deal wisely with him/Him [refers to] their source, namely their Savior.

Or it may say “and mightier than Him” literally. For they are mightier than Him, blessed be He, as our Sages said (Moed Katan 16b): “The Holy One, Blessed be He, said: ‘I rule over everything, but who rules over Me? The righteous person,’ as it is said Righteous, ruling in the fear of God (2 Samuel 23:3):, [meaning] that I decree a decree and the righteous person cancels it.” And certainly their main strength and might is because they cling to His commandments and observe His laws. Therefore, let us deal wisely with them — to create space between what clings together, for by making them evil and sinful to God, their strength will depart. As the commentators explained on the verse And the Egyptians treated us badly and afflicted us (Deuteronomy 26:6), for it should have said “the Egyptians acted badly to us” [with the preposition “to us” rather than “us” as a direct object]. Rather, it uses “us” [as a direct object] to say that the Egyptians made us evil and sinful to God, and through this, “they afflicted us.”

And behold, the words of the commentators are true, that the Israelites in Egypt were wicked and sinful as it says in Ezekiel (Ezekiel 20:5-7) And I made Myself known to them in the land of Egypt, etc. Let each man cast away the detestable things of his eyes, etc. However, in the Torah we do not find a hint at the time of the event to this. Therefore, it seems to me that this verse which says, Come, let us deal wisely with them refers to the cunning they used against them, to cause them to sin. And they put taskmasters over them to oppress them with their burdens — to levy a tax for the priests of idolatry, which is similar to actually worshiping idolatry, as Rashi explained in the portion of Ki Tavo on the verse And there you shall serve other gods (Deuteronomy 28:64). Therefore it says, in order to afflict him with their burdens, which is very similar to what is said: And the Egyptians treated us badly and afflicted us, meaning that by making us wicked and sinful, they found a way to afflict us because then they could overpower us. So it says here, And they put tax officers over him to give taxes to idolatry in order to afflict him, because from this it followed that they were able to afflict them with their burdens, since their divine protection was removed when they turned away from following God. And perhaps this is what is meant by And the Egyptians made the children of Israel serve with rigor. For this entire verse seems superfluous. It could be that it hints that by imposing tax officers over them, it was as if they made them serve idolatry. Therefore it says, And the Egyptians made the children of Israel serve with rigor [be-farech] — that they made them serve idolatry at first with a soft mouth [pe rach] through incitement and enticement, and afterwards with rigor [be-farech] for actual service through compulsion. Therefore they made their lives bitter, for regarding the Holy One, blessed be He, it says, For He is your life, etc. (Deuteronomy 30:20). And because they turned away from following God, they made their lives bitter with hard work [avodah kashah], meaning with idolatry which is difficult [kashah] and evil. And afterwards with mortar and with bricks, and with all manner of work in the field — thus general work in the field is mentioned, and afterwards it says, all their work, meaning also work in the city. So how do I interpret they made their lives bitter with hard work? Rather, it hints that they defiled them with their idols through strange and difficult forms of worship, as mentioned. And because they were among those who cause the masses to sin, for whom no opportunity is provided to repent, therefore God hardened the heart of Pharaoh and his servants. And with this, the question which the early commentators struggled with regarding the hardening of Pharaoh’s heart is resolved.

“And they were disgusted [vayakutzu] because of the children of Israel.” Rashi explains that [the Israelites] were like thorns [kotzim] in their eyes. He means to say that Israel appeared in their eyes like a painful thorn and a grievous brier. However, the language does not imply this, because it says: because of the children of Israel, so how were the Israelites like thorns because of the children of Israel? Furthermore, “vayakutzu” [with a shuruk] is in the passive form, which suggests it refers to the Egyptians and not to Israel. And if it meant to say that it was as if thorns had entered their bodies, it should have said “vayakutzu min bnei Yisrael” [from the children of Israel]. Therefore, it seems to me that the Egyptians appeared in their own eyes as thorns, because it is the way of the world to uproot thorns from a field in order to plant in their place a superior planting. As it is written: You removed a vine from Egypt; You drove out nations and planted it. You cleared a place before it, and it took root and filled the land (Psalms 80:9-10). The Holy One, blessed be He, wanted to plant in the land of Israel a superior planting, namely Israel, which is a vineyard of red wine (Isaiah 27:2), and to uproot from there the nations who are compared to thorns. This is what the Egyptians thought after they saw God’s will that the people of Israel be fruitful and multiply exceedingly — surely it is God’s will that Israel be planted in the land of Egypt, and they [the Egyptians] would be like thorns cast yonder from the land. As it says: and he shall go up from the land — it should have said “and we shall go up,” but they attached their curse to others. And this is the meaning of vayakutzu mipnei bnei Yisrael — that the Egyptians appeared in their own eyes like thorns cast out from the land because of the children of Israel who would be planted in their place.

Another explanation, And they felt a repugnance toward the children of Israel — as explained in the Midrash Rabbah on this portion (2:5): Why did the Holy One, blessed be He, reveal Himself to Moses in a thornbush? Rabbi Yosi says: Just as the thornbush is harsher than all other trees, and any bird that enters into it cannot exit safely, etc. Therefore it says vayakutzu [they felt a repugnance/were disgusted] because the Egyptians were compared to these thorns [kotzim]. When a bird enters into them, it enters easily, but when it wants to leave, it cannot because of the pricks of the thorns. Similarly, the Egyptians brought them [the Israelites] into servitude easily, with soft speech [bepeh rakh], and afterward with rigor [befarekh], for they did not allow them to leave from the servitude. Therefore, the verse vayakutzu is made adjacent to the term befarekh mentioned twice in the passage, because they are directly related to the meaning of vayakutzu — the Egyptians were compared to thorns cut down because of what they did to the children of Israel. That is why it says “because of the children of Israel.”

And the king of Egypt spoke to the Hebrew midwives, etc. Some say that the midwives were Egyptian, as if it said “to the midwives for the Hebrews,” for otherwise, what is the significance of saying “and the midwives feared God”? And our Rabbis said (Sotah 11b) that Shifrah was Yocheved and Puah was Miriam, etc. One should contemplate: Perhaps it’s the opposite, that Puah was Yocheved and Shifrah was Miriam? And what is the Torah telling us by changing their names? It seems to me that “Puah” is related to speech, which clearly indicates Miriam, who was a prophetess, as our Rabbis taught (Megillah 14a) on the verse Miriam the prophetess, sister of Aaron. She prophesied, “My mother is destined to give birth to a son who will save Israel.” And in Parshat Vaera (Exodus 7:1), Rashi explains that prophecy [nevuah] is related to speech, derived from the expression “creating the utterance of lips” [borei niv sefatayim]. Yocheved is Shifrah, named because she returned to her beauty [shufrah] and youthfulness despite being 130 years old, as her beauty then resembled that of her youth, similar to what happened with Sarah. This miracle was also a sign that a son who would save Israel would be born from her, for this miracle was not performed for her in vain. Therefore, the verse informs us to show how the counsel of Pharaoh and all his magicians was foolish, for he called upon midwives who were named Shifrah and Puah — names that indicated the redeemer who would come from them. They themselves were the bearers of the redeemer, so how could they kill their own children? Pharaoh did not notice the significance of these names to say, “Is this not significant?” Furthermore, the verse tells us their names because they indicate that they had no doubts about the redemption, although they had reason to doubt, as it says in Ezekiel (Ezekiel 20:8): I resolved to pour out My wrath upon them, to spend My anger upon them in the midst of the land of Egypt. These names indicate the birth of the redeemer, and for this reason, they did not do as Pharaoh had told them. For if they had doubted, they might have agreed to Pharaoh’s decree, thinking it better for the children to die young than to be born for naught and for trouble, living all their days in distress and servitude.

And regarding what [the verse] states, and if it is a daughter, she shall live. It appears to be superfluous. It seems [the phrase is included] so that they would not interpret “if it is a son” in the sense of “even though,” as in [the verse] and if it will be the Jubilee, which is interpreted as “even if it will be the Jubilee.” Similarly, they could interpret the phrase “if it is a son” to mean “even though it is a son” who is needed for labor, nevertheless “you shall kill him,” and all the more so a daughter. Therefore, the text specifies and if it is a daughter, she shall live.

“And the midwives feared God.” As it is written: I counsel you to keep the king’s command, and that in regard to the oath of God (Ecclesiastes 8:2). This means you should observe the king’s decree only when it does not contradict the oath of God, which He has earnestly sworn us to keep all His commandments. So the midwives feared God and put their lives in danger, because killing is one of the three transgressions for which one should die rather than transgress, for “who says your blood is redder [than another’s]?” (Pesachim 25b). According to our Sages who said (Sotah 11b) that Shifrah [was called so] because she beautified [meshaperet] the infant, and Puah [which is an expression of speech] [was called so since she spoke] to the child, it seems to me that this explains how they easily evaded Pharaoh’s order by saying, Because the Hebrew women are lively and give birth before the midwife comes to them. One might question: If so, what purpose did midwives serve if the Hebrew women didn’t need them? To this, the verse explains that they claimed they didn’t actually deliver the Hebrew babies because the women were robust, but their main work was to beautify the child and to cry out to it after it was already born. Pharaoh had commanded when you deliver the Hebrew women, and from this they found room for an excuse, saying “We don’t actually deliver them.” They deliberately remained silent and did not answer Pharaoh at first, to prevent him from appointing other midwives, so he deceived himself. Therefore, God dealt well with the midwives, and the people multiplied and grew very strong. This was a benefit to them because in the multitude of people is the king’s honor, and from them would come kings and priests, as Rashi explains on the verse He made them houses. It was also beneficial for the priests and Levites, because with a larger population, more gifts would be given to the priests and Levites.

And Pharaoh commanded all his people, etc. The Rabbis said (Sotah 12) that because the Egyptian astrologers were uncertain whether the redeemer would be born from Hebrew women or from Egyptian women, therefore he commanded all his people. This uncertainty came to them because in truth he [Moses] was born from Hebrew women, but it is said of Pharaoh’s daughter and he became a son to her. Therefore, they thought that perhaps he would actually be the son of some Egyptian woman, similar to the sun and moon in Joseph’s dream where the matters extended to Bilhah.