The story of Balaam takes place soon after the Israelites passed through Moab on their way to the Promised Land. Sometime before this the Moabites had occupied the land between the Arnon River and Ammon, but King Sihon of the Amorites seized it from them. As the Israelites passed through this area they were attacked by Sihon, but they defeated him and took all his land for themselves (Numbers 21:23-31; Deuteronomy 2:30-36; Judges 11:20-22). King Balak of Moab, however, must have continued to be able to move about in this region, because all the locations where he took Balaam to prophesy are located within it. At this time the Israelites were camped at Abel-shittim across the Jordan River from Jericho, and when Balak saw the Israelites’ vast numbers and how they had defeated Sihon, he became terrified, fearing that they would completely consume all the resources of the land. So Balak prepared to attack the Israelites (Joshua 24:9), and he sent for a diviner named Balaam to come from his home in Pethor by the Euphrates River and pronounce a curse upon them. Though Balaam was reluctant to come, he eventually agreed and traveled to Moab, where Balak met him at one of the Moabite border towns along the Arnon River and took him to Kiriath-huzoth. There he sacrificed cattle and sheep and gave some to Balaam and the officials who were with him. The next morning Balak took Balaam up to Bamoth-baal to look out over the Israelite camp, and they built seven altars and offered sacrifices there. But instead of pronouncing a curse, Balaam pronounced a blessing over the Israelites. So Balak took Balaam to the field of Zophim on the top of Mount Pisgah, and they built seven altars and offered sacrifices there as well but with the same result. Finally Balak took Balaam to the top of Beth-peor and performed the same ritual, but once again Balaam pronounced a blessing instead. In anger Balak sent Balaam back to his homeland, but before Balaam left he prophesied destruction for the Moabites and other peoples that lived south and west of the Promised Land. The Bible later records that the Israelites killed Balaam (Numbers 31:8; Joshua 13:22), so it may be that they intercepted him on his way to return to Pethor.