Shemhazai and Azael, the Angels Who Fell to Earth

Yalkut Shimoni on Torah 44:1

All that night Lot was begging mercy for the men of Sodom, and they were accepting it from his hand. But once they said, "Where are the men? Bring them out to us, that we may know them" (Genesis 19:5) for intercourse, immediately they said to him, "Whom else have you here?" (Genesis 19:12) [meaning] until now you had permission to plead in their defense; from here on you have no permission. The disciples of Rav Yosef asked him, "What is Azael?" He said to them: When the generation of the Flood arose and served idols, the Holy One, blessed be He, was grieved. At once two angels, Shemhazai and Azael, arose and said before Him, "Master of the universe, did we not say before You when You created Your world, 'What is man that You are mindful of him?' (Psalms 8:5)." He said to them, "And the world, what shall become of it?" They said, "Master of the universe, we would make do with it." He said to them, "It is revealed and known before Me that if you were dwelling on the earth, the evil inclination would rule over you and you would be harder than human beings." They said, "Give us permission and we will dwell among the creatures, and You will see how we sanctify Your Name." He said to them, "Go down and dwell among them." At once they corrupted themselves with the daughters of men, who were beautiful, and they could not subdue their inclination. Shemhazai then saw a certain maiden whose name was Istehar. He set his eyes upon her and said, "Listen to me." She said to him, "I will not listen to you until you teach me the Ineffable Name by which you ascend to the firmament when you pronounce it." He taught her that Name; she pronounced it, ascended to the firmament, and was not corrupted. The Holy One, blessed be He, said, "Since she kept herself from the transgression, go and set her among these seven stars, so that you may be remembered for good through them," and she was fixed in the Pleiades. When Shemhazai and Azael saw this, they took wives and fathered sons, Hiwwa and Hiyya. And Azael was over the kinds of dyes and the kinds of women's ornaments that entice human beings to thoughts of transgression. At once Metatron sent a messenger to Shemhazai and said to him, "The Holy One, blessed be He, is about to destroy His world and bring a flood upon the world." Immediately he stood weeping and was distressed over the world and over his sons. What would his sons eat if the world were destroyed, for each one used to eat each day a thousand camels, a thousand horses, and a thousand oxen. That night Hiwwa and Hiyya both saw dreams. One of them saw a great stone spread over the earth like a table, and the earth was engraved and written in rows upon rows; and an angel was descending from the firmament, and in his hand was a kind of knife, and he scraped and erased all those rows and left in it only four words. The other saw a great and excellent orchard planted with all kinds of trees, and angels were in it with axes in their hands, and they cut down all the trees and left in it only one tree of three branches. When they awoke they arose in alarm and came to their father. He said to them, "The Holy One, blessed be He, is about to bring a flood, and He will leave none but Noah and his sons." When they heard this they cried and wept. He said to them, "Do not be distressed, for your names will not perish from the creatures; for whenever men quarry stones or launch ships, they will mention your names, Hiwwa and Hiyya." At once their minds were eased. Shemhazai repented and suspended himself between heaven and earth, his head downward and his feet upward, and he still hangs in repentance. Azael did not repent and still stands in his corruption, enticing human beings to matters of transgression through the colored garments of women. Therefore Israel would offer sacrifices on the Day of Atonement, one ram to the LORD to atone for Israel, and one ram to Azazel to bear the iniquities of Israel; and this is the Azazel of the Torah.

Themes