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He is going to punish the people of Amalek because their ancestors opposed the Israelites when they were coming from Egypt.
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Go and attack the Amalekites and completely destroy everything they have. Don't leave a thing; kill all the men, women, children, and babies; the cattle, sheep, camels, and donkeys."
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Saul called his forces together and inspected them at Telem: there were 200,000 soldiers from Israel and 10,000 from Judah.
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Then he and his men went to the city of Amalek and waited in ambush in a dry riverbed.
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He sent a warning to the Kenites, a people whose ancestors had been kind to the Israelites when they came from Egypt: "Go away and leave the Amalekites, so that I won't kill you along with them." So the Kenites left.
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Saul defeated the Amalekites, fighting all the way from Havilah to Shur, east of Egypt;
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he captured King Agag of Amalek alive and killed all the people.
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But Saul and his men spared Agag's life and did not kill the best sheep and cattle, the best calves and lambs, or anything else that was good; they destroyed only what was useless or worthless.
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The Lord said to Samuel,
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"I am sorry that I made Saul king; he has turned away from me and disobeyed my commands." Samuel was angry, and all night long he pleaded with the Lord.
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Early the following morning he went off to find Saul. He heard that Saul had gone to the town of Carmel, where he had built a monument to himself, and then had gone on to Gilgal.