John Gill Commentary Exodus 14:10

"And when Pharaoh drew nigh, the children of Israel lifted up their eyes, and, behold, the Egyptians were marching after them; and they were sore afraid: and the children of Israel cried out unto Jehovah." — Exodus 14:10 (ASV)

And when Pharaoh drew nigh
Or "caused to draw nigh" ^F20 ; that is, his army, brought it very near to the camp of the Israelites:

the children of Israel lifted up their eyes, and, behold, the Egyptians
marched after them ;
in great numbers, with full speed, threatening them with utter destruction:

and they were sore afraid ;
being an unarmed people, though numerous, and so unable to defend themselves against armed and disciplined troops; and besides, through their long time of slavery their spirits were broken, and were a mean, abject, dispirited people; and especially were so on the sight of the Egyptians, whom they had so many years looked upon and served as their lords and masters:

and the children of Israel cried out unto the Lord :
had they prayed unto him in this their distress for help and assistance, protection and preservation, with an holy and humble confidence in him for it, they had acted a right and laudable part; but their crying out to him seems to be only an outcry of the troubles they were in, and rather the effect of despair than of faith and hope; and was by way of complaint and lamentation of their miserable condition and circumstances, as appears by what follows, which shows what temper of mind they were in.

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FOOTNOTES:

• F20: (byrqh) "fecit accedere", Pagninus, Montanus; "admovit castra", Junius & Tremellius.