Spies are sent, one from each tribe, to scout out the land of Canaan. They find a rich land described as “flowing with milk and honey” but also wall cities and men they believe are giants. 10 of the 12 men convince Israel they cannot take control of the land and should not try, despite God’s promise to give it to them.

Numbers 13 

The LORD spoke to Moses, saying:

2 “Send men that they may search the land of Canaan, which I give to the children of Israel: of every tribe of their fathers you shall send a man, every one a ruler among them.”

3 Moses, by the commandment of the LORD, sent them from the wilderness of Paran: all men who were heads of the children of Israel.

4 And these were their names: of the tribe of Reuben, Shammua the son of Zaccur.

5 Of the tribe of Simeon, Shaphat the son of Hori.

6 Of the tribe of Judah, Caleb the son of Jephunneh.

7 Of the tribe of Issachar, Igal the son of Joseph.

8 Of the tribe of Ephraim, Hoshea the son of Nun.

9 Of the tribe of Benjamin, Palti the son of Raphu.

10 Of the tribe of Zebulun, Gaddiel the son of Sodi.

11 Of the tribe of Joseph, namely, of the tribe of Manasseh, Gaddi the son of Susi.

12 Of the tribe of Dan, Ammiel the son of Gemalli.

13 Of the tribe of Asher, Sethur the son of Michael.

14 Of the tribe of Naphtali, Nahbi the son of Vophsi.

15 Of the tribe of Gad, Geuel the son of Machi.

16 These are the names of the men which Moses sent to spy out the land. But Moses called Hoshea the son of Nun, Joshua.

17 Moses sent them to spy out the land of Canaan, and said to them “Go up this way southward, and go up into the mountain:

18 And see the land, and if the people who live in it are strong or weak, and if they are few or many; 

19 And what the land is like, whether it is good or bad; and what the cities they live in like, if they live in tents or in strongholds;

20 See if the land is rich or poor, and whether there are trees or not. And be of good courage, and bring back some of the fruit of the land.” This was the time of the first ripe grapes.

21 So they went up and scouted the land from the wilderness of Zin all the way to Rehob, near the entrance to Hamoth. 

22 They went up through the Negev and came to Hebron; where Ahiman, Sheshai, and Talmai, the descendants of Anak, were living. (Hebron was built seven years before Zoan in Egypt.)

23 And they came to the valley of Eshcol, and cut down from there a branch with one cluster of grapes, and they bore it between two of them on a staff; and they brought some of the pomegranates and figs.

24 The place was called the valley of Eshcol, because of the cluster of grapes the children of Israel cut down from there.

25 And after 40 days they returned from scouting out the land.

26 They came back to Moses and Aaron, and to all the congregation of the children of Israel, to the wilderness of Paran, to Kadesh; and brought back word to them, and all the congregation, and showed them the fruit of the land.

27 And they told him “We came to the land where you sent us, and surely it flows with milk and honey; and this is the fruit of it.

28 Nevertheless the people are strong that dwell in the land, and the cities are walled, and very great: and we saw the descendants of Anak there.

29 The Amalekites live in the land of the south: and the Hittites, the Jebusites and the Amorites live in the mountains. The Canaanites live by the sea, and along the coast of the Jordan.”

30 Caleb quieted the people before Moses, and said “Let us go up at once, and possess it; for we are able to overcome it.”

31 But the men that went up with him said “We are not able to go up against the people; for they are stronger than us.”

32 And they brought an evil report of the land which they had searched to the children of Israel, saying “The land  we have explored is a land that devours its inhabitants; and all the people that we saw in it are men of great stature.

33 And we saw giants there, the descendants of Anak, who come from the nephalim: and we seemed to ourselves as grasshoppers, and must have seemed the same to them. 

See also: Numbers 13 in ESV, HCSB, NASB and NIV via Bible Gateway.