Chapter 1: Going Hungry

The episode begins 3 months after the events of the previous episode. A walker is seen in the woods eating something. Lee axes it in the head. A newcomer, Mark, comes out.

Mark: Damn it, what did they get this time?

Lee: Looks like a rabbit.


Lee and Mark in the woods.

Mark: Well, that's another meal lost. I still can't believe we went through all that commissary food in three months. It seemed like so much at that time.

Lee: Maybe you shouldn't have opened the door.

Mark: Yeah, except then I'd probably BE food right now. Trust me, I have no regrets.

Lee: A rabbit's hardly a meal, Mark, but... I'd take it. We're all hungry. Mark: No kidding. When I acidentally grabbed for Carley's rations the other night, I thought she was gonna take off my hand! Last night I head Chet laying in bed and listing types of pie. It was driving me nuts. I think they're starting to lose it.

Lee: We're all on edge. Just cut them some slack.

Mark: Yeah, you're right. I wish I knew how much food we have left.

Lee: You'll have to ask Lilly. She's the one handling the rations.

Mark: Or mishandling it, if you ask Kenny.

Lee: He's just worried about his kid getting enough. I worry about Clementine too.

Mark: You think Kenny's having any more luck than we are out here?

Lee: I sure hope so. 

Mark: Yeah, between the lack of food and Kenny and Lilly fighting all the time, things are getting pretty tense back at the motor inn. You know, Kenny's been talking about taking off if he can get that RV running.

Lee: Kenny won't abandon us, he's a good man. Mark: Well, I guess we'll see. Can't blame him, though. Did you hear Larry going off on him last night? What's the old guy's deal anyway? Seems like he has a problem with you in particular.

Lee: Larry's looking out for his daughter.

Mark: I know Lilly. She can take care of herself. He needs to take that energy and put it towards finding us more food. The way Lilly worries about his health. I wouldn't be suprised if she's been skimming rations for him. And I know Lilly thinks he's getting wealker, but the guy's all muscle! He's a walking piledriver. I know I wouldn't want to be stuck in a room with him. And didn't he puch you in the face one time? 

Lee: Knocked me flat. 

Mark sees a crow on a tree and aims his rifle at it.

Lee: Don't. Gunshot will attract walkers. One crow isn't worth it.

Mark: Yeah, I know... I'm just... really frickin' hungry.

A scream is head.

Mark: Shit, was that Kenny?!

Lee: I don't know! Come on!

The two find the source of the screams: a man caught in a bear trap. Two survivors accompanying him try to help him.

Mark: Jesus Christ...

Teenager 1: Oh shit! No... please don't kill us! We just want to help our teacher, we'll leave, I swear!

Kenny: Lee! Mark! You guys okay?

Man: Get it off! Goddammit, get it off me!

Teenager 2: Travis, maybe they can help!

Travis: These might be the same guys who raided our camp and we barely got away from that!

Mark: What guys?

Kenny: Why the fuck is there a bear trap out here?!

Lee: We're not gonna hurt you. It's okay.

Travis: Don't listen to them, Ben! Just let us go! We aren't a threat to you!

Kenny: Kid, chill out! We'll try to help you, but you've got to shut the fuck up!

Mark: This is fucked up, Lee. We've gotta help them!

Ben: Just see if you can get our teacher David out. After that, you can leave us or whatever. Please!

Lee: We've got to help them!

David: Oh god, thank you!

Kenny: Fine, but you've got to hurry!

David: Hurry... please hurry...

Mark: Guys, this trap's been altered. There's no release latch.

Walkers approach.

Travis: ... Oh, no.

Kenny: Shit! Walkers! It's now or never, Lee!

David: Please... get me out of this!

Lee: Mark, get the boys back! Kenny, keep those walkers off of me!

Lee tries to pry the trap open with his axe.

David: Argh! Stop, stop!

Mark: Lee, it has to be now!

Travis: Try and cut the chain!

Lee hacks the chain.

Mark: It's useless! We use chains like those at the military. They're impossible to break!

Ben: There has to be something we can do...

Mark: Dammit, just cut off his fucking leg!

Kenny: We don't have time for that! I'm sorry, but we've gotta go!


Lee prepares to amputate David's leg.

Lee raises his axe.

David: Oh, god.

Lee: I'm gonna have to cut you out.

David: No, no! Try the bear trap again! Please!

Lee hacks off David's leg.

Mark: Shit, is he...?

Lee: He passed out.

Kenny: If he's alive, grab him and let's go!

Mark carries David on his back and everyone leaves the woods.

Chapter 2: Conversation Killer

Back at the motor inn, Lilly is on lookout. Larry is reinforcing the wall, Chet and Doug are working on an alarm system, Carley and Katjaa are watching over Duck and Clementine. Lilly hears some rustling from the woods and signals everyone to stay down. Lee and the others emerge from the woods.

Lee: Open the gates! We've got wounded!

Lilly: Shit. What the hell are they doing?

Kenny: Come on, come on!

Larry: Who the hell are these people?!

Katjaa: What's going on?

Lee: No time to explain!

Clementine: Lee, are you okay?

Katjaa: Get him onto the truck. I'll see what I can do.

Kenny: Kat, can you fix him?

Katjaa: Jesus, Ken! I don't know!

Lilly: Lee! What the hell? You can't just be bringing new people here! What are you thinking?!

Kenny: Hey, you want to calm down for a fucking minute?

Larry: Watch your mouth!

Lilly: No, I don't! I want to know why you thought bringing more mouths to feed was a good idea!

Lee: He would have died if we left him!

Larry: So what?!

Lilly: We are not responsible for every struggling survivor we come across! We have to focus on our group! Right here. Right now!

Carley: Well, hang on. We haven't even talked to these people yet. Maybe they can be helpful.

Mark: Come on, Lilly! These are people! People trying to survive just like us. We've gotta stick together to survive!

Lilly: The only reason you're here is because you had food. Enough for all of us. But that food is almost gone. We've got about a week's worth left. I don't suppose you guys are carrying any groceries, are you?

Ben: Uh... no?

Mark: You guys fight it out, then. Welcome to the family, kids.

Clementine: Come over here and see what I drew.

Ben: What? No, I...

Clementine: Just come on, okay?

Clementine convinces Ben and Travis to leave.

Kenny: You know, you like to think you are the leader of this group, but we can make our own goddamn decisions! Thiss in't your own personal dictatorship!

Carley: Oh, come on. You're being dramatic! Everything always turns into a power struggle between you two! I'm not gonna be a part of that!

Lilly: Hey, I didn't ask to lead this group! Everyone was happy with me distributing the food when there was enough to go around, but when it's running out, suddenly I'm a goddamn nazi!

Lee: It doesn't matter who's in charge! Those people are here now. We just have to decide what happens next.

Kenny: No, Lee! It does matter! ONE person can't be in charge of EVERYTHING! It might be safer for you to sit on the fence, but sooner or later, you're gonna have to decide whose side you're on.

Larry: I don't see any of you stepping up to make the hard decisions! My girl's got more balls than all of you combined!


Lee handing out the food.

Lilly: Dad, please. Why don't you go help Mark with the wall? You think this is easy for me, Lee? Everyone's starting to hate me because I'm the one that rations the food, but nobody else wants to. You know what? I'm not doing it today. You do it. Here's today's food rations. There's not enough for everyone. Good luck.

Lee looks at the food: an apple, a piece of beef jerky, two packages of cheese and crackers and an energy bar.

Lee approaches Katjaa.

Lee: Is he going to be okay?

Katjaa: I don't know. Can you help me out?

Lee: Sure. What do you need?

Katjaa: Apply pressure her while I try to close this up. You know, I thought I was getting used to this... sewing up injuries. Cuts and bruises are one thing, but Lee, this man has no leg!

Lee: I did the right thing.

Katjaa: Yeah, I know you did... the right thing is just scary sometimes. Well, you've done all you can. Thanks for the help.

Lee approaches Mark and Larry, who are working on the wall.

Larry: Will you hold the damn board steady?

Mark: I'm trying. I didn't realize I was getting this weak already.

Larry: What do you want? A hand out? I've got 60 cents in my pocket, if you'll shut up and quit being such a pansy!

Mark: You holding up okay, Lee? That was fucked up back there, having to cut that guy's leg off. 

Lee: Yeah. I hope that Katjaa can save him. You ever miss the air force base? I mean, this wall isn't exactly military standard.

Mark: No way. You saw how it was like when you guys picked me up. Completely overrun.

Lee: Lilly's pretty pissed at us. 

Mark: Look, I know her intentions are good, but-

Larry: But nothing! She's making the smart choice. Those parasites you brought back need to go!

Lee: Need any help with the wall?

Larry: Nope.

Mark: Actually, we could use your axe. Mind if we take it?

Larry: Yeah, give us that thing for a bit.

Lee: Here, Mark. This should help.

Larry: Hey, I'm the one doing the work here. You didn't think to give me the axe?

Mark: Come on, Larry. Cut Lee some slack. He knows you're trying to protect Lilly, he told me so. Just like how he's trying to protect Clementine.

Larry: He... I just need some food. Going so long without food can make anyone cranky. 

Lee: Lilly thinks we should throw these new people out. 

Larry: Damn right. There's too many people hanging around here as it is.

Lee: You've got to talk to Lilly about getting along with Kenny.

Larry: Lilly can make her own friends. 

Lee: It's not about making friends. We're all in this together. We've gotta start acting like it. Keep up on that fence.

Larry: Don't tell me what to do.

Lee approaches Doug and Chet.

Lee: Hey, guys.

Chet knocks his head on the contraption the two are working on.

Chet: Ow! Urgh, what's up, Lee?

Lee: What are you guys working on?

Chet: We're working on a warning system.

Lee: How does it work?

Doug: We've set up triplines at four locations. Each one triggers one of these four bells, so we'll know where they are and how long we have.

Lee: Smart. Think Katjaa can save that guy?

Chet: I dunno. I've seen Shawn's dad sewing injuries like that for animals, but I'm not sure about humans.

Doug: Maybe. I know about computers, but that doesn't mean I can fix a calculator.

Chet: But you COULD fix a calculator.

Doug: Well, maybe.

Lee: Anyway, take it easy.

Chet: You too, Lee.

Lee talks to Clementine.

Lee: How you doing, Clementine?

Clementine: Okay.

Lee: Where's your hat?

Clementine: I don't know. Can you help me find it?

Lee: Sure. When did you lose it?

Clementine: I had it a couple of days ago.

Lee: I promise, if I find it, I'll give it back to you.

Clementine: Thank you.

Ben: Is my teacher gonna make it?

Lee: We'll do our best.

Travis: I can't believe you chopped off his leg!

Lee: There was no other way. So who are you people? Our group's gonna wanna know.

Travis: I'm Travis. And my friend here's Ben Paul.

Ben: The man you saved is David Parker, our band director at our school.

Travis: We were coming down from Stone Mountain for the playoffs when... when all of this happened.

Lee: How are you two holding up?

Travis: We're... fine, I guess.

Ben: I keep wondering if we could have done something to help you, you know?

Lee: I'm sure you did all you could. We'll get your teacher back to normal.

Lee: Hey there, Duck. How you holding up?


Clementine's drawing.

Duck: I'm okay. Me and Clementine are drawing.

Clementine: Guess what I drew?

Ben: I don't know... a dog?

Clementine: Nope.

Duck: Oh, I know! It's a goat, right?

Clementine: ... No.

Lee: Lilly has me handing out the food.

Carley: Well, that can't be an easy job. 

Lee: It's not. I won't be able to feed everyone. What should I do?

Carley: If you want to get in good with Lilly, I'd make sure to give Larry some food. That guy can be a real dick sometimes. On the other hand, giving that food to Kenny and his family might make him remember you if he decides to take off in that RV someday.

Lee: What about you? You need food too.

Carley: We ALL need food. I can't tell you what to do. But whatever happens, I know you're trying to do the right thing.

Lee: Thanks, Carley. Sleeping any better?

Carley: No, I know we should be grateful we have beds, but... nope.

Lee talks to Kenny.

Lee: Word's getting out that you want to leave this place.

Kenny: That ain't no secret, Lee. It's probably our best bet. Look, you've been good to me and my family. You stood up to Larry at the drugstore for us. I won't forget that. You and Clem are welcome to come with us.

Lee: The coast does sound like a smart idea. 

Kenny: I knew you would say that. Our best chance of surviving is to get away from the mainland. Anyway, shouldn't you be handing the food out right now?

Lee: Yeah.

Lee: Here's some cheese and crackers, Duck.

Duck: Oh man, I'm so hungry!

Lee: Here's an apple, Clem. 

Clementine: I love apples. Thank you. Are there more?

Lee: No. That was the last one.

Clementine: Oh, uh...

Lee: Enjoy it. You deserve it.

Lee: Want some food, Carley?

Carley: Me? What about you? You look like crap, Lee. When was the last time you ate?

Lee: I'm okay.

Carley: I want you to have this, okay? In case you or someone else starts feeling weak.

Lee: Alright then.

Lee: Here, Larry.

Lee hands Larry some cheese and crackers.

Larry: I should probably shove this up your ass, but I'm too hungry.

Mark: Man, seeing the food is enough to drive me crazy.

Lee: Here, have something to eat, Mark.

Lee gives Mark the energy bar.

Mark: Thanks, Lee.

Lee hands Chet a piece of beef jerky.

Doug: Thanks, but no thanks. You've done a lot to keep this group going, Lee. You deserve it, man.

Lee: Thanks, Doug.

Lee decides to hand Chet the jerky.

Chet: Thanks, Lee.

Lee: I'm done here, Lilly.

Lilly: Not such an easy job, is it?

Lee: Never said it was. I don't envy you. I don't know how you have the strength to do this every time.

Lilly: I don't have a choice.

Kenny: Hey, Lee.

Lee: Kenny, I know I ran out of food before-

Kenny: Hey, it was a tough choice. But you took care of the kids. That's what a real man does. I'm serious about that offer to leave with us. You've earned more than a ride on the RV with us.

Katjaa: Ken! Lee! Come here, please.

Kenny: He didn't make it, did he?

Katjaa: He lost too much blood.

Kenny: Goddammit! I'm sick of this shit.

Lee: Let him go, Katjaa. He just needs time. It's been a rough morning.

Katjaa: That man you brought... I tried, but he was never going to survive.

Lee: At least he's not our problem.

Katjaa: What about the boys?

David reanimates and grabs Katjaa from behind.

Lee: Fuck! Katjaa!

Lee manages to pull Katjaa away from David.

Lee: The axe! Hurry!

David grabs Lee and the two brawl. Lee rams David into the side of the truck multiple times. Mark arrives with the axe.

Mark: Move, move!

Lee shoves David away and Mark takes a swing, but misses and strikes the truck.

Mark: Shit! The axe is stuck!

Lee presses David's eyes in to keep him back.

Mark: Push him off! I don't want to hit you!


Mark axing David.

Lee pushes David off of him and Mark manages to axe David.

Lee: Thanks, Mark.

Mark: No problem. We've gotta watch each other's backs, right?

Larry: What did you bring him here in the first place, asshole?! You're going to get us all killed!

Kenny: What didn't you tell us he was bitten?!

Ben: What?! No, he wasn't bitten, I swear!

Chet: Well, your not-bitten friend came back, so...

Travis: What?! Wait, y'all don't know?

Doug: What are you saying?

Travis: You come back no matter how you die. If you don't destroy the brain, that's just what happens. It's gonna happen to all of us.

Chet: God help us...

Lee: We're all infected? Everyone?

Travis: I guess so. All we know is that we've seen people turn who we knew were never bitten. When we first saw it happen, we were all hiding out. We thought we were safe. But one day, one of the girls couldn't take it anymore and she took pills. A lot of them.

Ben: Someone went into the girls' room and...

Doug and Chet's alarm system rings.

Chet: Doug, it works!

Doug: Of course it works! I told you so.

Man 1: Shit, where did this string come from?

Man 2: Watch where you're walking, man.

Lilly: Everybody get down and stay quiet.

Lee: Are those guys the people who raided your camp?

Ben: They all had their faces covered, so we don't know.

Man 2: You all right?

Man 1: Just getting untangled.

Man 2: I don't know how you're still alive, man.

Kenny: There's only 2 of them. We need to make a stand.

Mark: That's far enough!

Man 2: Woah, okay! Okay... no problem.

Lee: We don't want any trouble.

Man 2: Neither do we. I'm Andy St. John and this here's my brother Danny. We are out here looking for gas. Looks like you folks have the motel locked down, which is fine, but if you have any gas to spare, we'd be much obliged. 

Carley: Why do you need gas? 

Andy: Our place is protected by an electric fence. Generators provide the electricity. Our generators run on gas. We've got a dairy farm a few miles up the road. If you're willing to lower your guns, we can talk about some sort of trade.

Danny: How you doing on food? We got plenty at the dairy.

Lilly: Lee, why don't you and Mark check the dairy out?

Carley: I'm going with you. See if anything seems fishy.

Doug: I'll go too.

Andy: So what do you think?

Lee: Okay, we'll go to the dairy. We'll bring some gas to your dairy. In exchange, you give us some food to bring back. We'll see how it goes from there. 

Andy: Sounds fair. You've got yourselves a deal.

Chapter 3: Thank You For Shopping At Save-Lots

Lee, Carley, Mark, Doug, Ben and Travis head to the dairy with Andy and Danny.

Mark: So... you guys really have food?

Andy: Sure do. We've lost most of the cattle, but we're stocked up on cheese, butter and milk.

Danny: And with the vegetables we grow, we have plenty of food.

Carley: It's nice to get away from the motel for a while. This Lilly Kenny thing is getting ridiculous. Personally, I would be happy if you started to take charge more.

Lee: You think they would want me for leader?

Carley: Sure, everyone looks up to you.

Lee: Well... not everyone thinks I'm so trustworthy.

Carley: Because of your past? Does anyone else know?

Lee: Larry knows.

Carley: Well, that can't be good.

Lee: Clementine knows too. She was there when we were talking in the drugstore and she asked me about it. I couldn't lie to her.

Carley: What exactly happened with the senator?

Lee: You know what happened...

Carley: I only know what the press was told. I don't know your story.

Lee: Sometimes, I wonder if I should talk to the group about it.

Carley: You don't have to. Whatever happened before the world went to hell doesn't matter anymore.

Lee: Not sure everyone would see it that way.

Carley: Maybe you're right. I've reported on some pretty messed up shit over the years. I've seen situations like yours a hundred times. It doesn't have to make you a bad man.

Lee: I... really appreciate that.

Carley: Why did you come along, Doug? Don't you want to work on your alarm system?

Doug: Chet's got it. I want to have a look at that electric fence they talked about. It might give me some ideas for something I can rig up at the motor inn. 

Carley: Can the electric fence really stop walkers?

Doug: As long as the walkers aren't completely dehydrated, and the fence has enough juice, yeah, seems plausible. 

Lee: The electricity basically cooks you from inside out, right?

Carley: I guess so.

Doug: So if a walker stays in contact with the fence for long, it'll eventually cook its brain. Probably takes a while though. That can't be a good smell... unless it smells like jerky. I would love to have some right now. ... Maybe I shouldn't rejected your offer earlier.

Carley: What's that you're holding?

Doug: A laser pointer. I picked it up during our last trip to the drugstore. 

Mark: ... I mean, thank god when Lee showed up! Right, Lee?

Andy: Yeah, why don't you tell us a little more about yourself, Lee?

Danny: Where are you from?

Lee: I grew up in Macon.

Andy: Right here in the heart of Georgia. That's what I like to hear! You all seem settled in at the motor inn. Who's running things over there?

Lee: We work as a group. All of us look out for each other.

Andy: I hear that. There's just so many dumbasses out there fighting each other these days... it's just stupid.

Danny: How many people ya got there?

Lee: Enough to defend ourselves. 

Andy: That's good. It's getting dangerous out there. Well, we'd love to get you all out to the dairy. Like I said, we've plenty of food, and quite frankly, we could always use an extra helping hand. Momma's been running the dairy for as long as I remember...

Man: You think you're going to cut me out of this?!

Andy: Shit, get down!


The bandits in the woods.

The group see two men arguing in the distance.

Man 2: No one's trying to cut you out of anything, Jake! 

Man 1: You and Gary are always keeping food to yourselves!

Mark: Who are those guys?

Andy: Fucking bandits.

Ben: They look like the people who raided our camp.

Travis: Yeah, they are.

Man 2: Calm down, your paranoia is pissing everyone off!

Jake: Fuck you, Bart! You knew we were hungry so you kept food to yourself!

Carley: There's only two of them. We can take them.

Danny: There's a lot more of them, trust me.

Bart: Yeah, and you know what? We ate it all! What are you gonna fucking do about it, huh?

Andy: Don't worry. Danny and I have you covered if something happens, but let's wait this out and hope they move on. 

Jake: Fuck you!

Jake shoots Bart repeatedly.

Jake: Fuck you! Fuck you!

Carley: Jesus!

Jake: ... Asshole.

Jake leaves.

Andy: World out here has gone to shit. Come on, let's get to the dairy.

The group arrives at the dairy.

Andy: Here it is. St. John's family dairy. You all can see how we keep it safe.

Doug: The fence keeps them out?

Andy: You betcha. They fry like flies in a zapper. We're pushing 4000 volts through that thing with generators and amps. 

Doug: Oh, wow. You guys must know a thing or two about running wire. 

Danny: Had a guy who did.

Doug: You've got enough electricity to run the whole place!

Carley: It looks untouched. You never know the rest of the world is in ruins.

Andy: It's worth protecting, hence all the juice.

Woman: I though I saw y'all with company coming down the drive!

Andy: Guys, this is our mama.

Brenda: I'm Brenda and welcome to the St. John's dairy!

Andy: This here's Lee. He's from Macon.

Brenda: A couple of our old farm hands were from Macon. They grow them good there.

Danny: They've got a few more friends staying at the old motel.

Lee: We all work together. Plus, we've got plenty of people with military experience.

Brenda: That's good. That motel isn't the safest place. Now that you're here, we'll make sure you're safe and comfortable. Here's some bread for you all. Freshly baked this morning.

Doug: Holy moley!

Danny: Can't get stuff like that anymore. Not without a cow for milk and butter. 

Brenda: That's right. Hopefully our cow's going to make it through this bout and be with us for a good long while. 

Travis: Your cow's sick?

Mark: We have a vet! We can bring her here and help you folks out. 

Brenda: A vet? Oh my, our prayers have been answered!

Travis: Maybe our whole group could stay here... for the day.

  • munch munch*

Doug: ... Sorry, I'm too hungry.

Brenda: Why don't you go and get your veterinary friend, and I'll prepare some dinner. A feast for all of you hungry souls. It'll be nice to have folks to help out here. Danny, come help me in the kitchen.

Doug: Why don't I head back and round up everyone for the trip over here?

Andy: Take someone with you. Remember, those roads can be dangerous. 

Carley: Here, Doug. Take my gun.

Doug: Thanks, Carley. Come with me, Ben.

Doug and Ben leave.

Andy: Guys, why don't ya have take a look around? Once ya get settled in, I could use some help securing the perimeter.

Travis: Is there a problem? 

Andy: The dead get tangled up in the fence sometimes and end up knocking over a post. It would be a big help if you could walk the perimeter. I'm gonna go top off the generator before they run dry.

Travis: This place is great! It's got food.. and that fence... oh man, that fence! If we play our cards right, this may turn out to be a place we can stay. So, how do you want to play this?

Carley: We need to make sure this place is as safe as they say it is before we bring our whole group out.

Mark: Right. Obviously THEY think it's safe. But is it safe enough for the kids? There's a broken swing over there. Not a big deal, but maybe there's other things not working that we just can't see yet. 

Lee: And checking the fence perimeter sounds like a good way to get a good look at their defences. 

Mark, Lee, Carley and Travis check the place out.

Carley: Too bad this swing's broken. I'll bet Clem and Duck would love to play on someting like this.

Andy: Kids used to like that old swing even more than the tour sometimes!

Lee: You have tours here?

Andy: Yep, schools would book tours here so that the kids get to learn about farms, cows and other stuff like that.

Carley: How did it break?

Andy: Got busted the first day those things showed up. Thank god no one was on it at the time.

Lee: Looks like it just needs a new board for the seat and some rope.

Carley: Make it safe for Clem and Duck and let the St. Johns know we can pull our weight here.

Travis: What have you found out? Is this looking like a good place to stay?

Lee: I'm working on it.

Travis: Good. Keep me posted.

Mark inspects the fence.

Mark: I can tell they made this fence themselves. Looks like the fence runs around the whole property, not just the house. Hmm... pointy.

Lee: Mind if I use one of these boards, Andy?

Andy: Alright making some repairs, huh? I like a guy who takes some initiative. Go right ahead!

Lee fixes the swing.

Lee: All fixed. That should keep the kids happy.

Lee talks to Andy.

Andy: I've noticed you guys are pretty well-armed. You been stockpiling?

Lee: Yeah, if you need some extra people to protect this place, you can count on us.

Andy: Hopefully it'll never come to that, but thanks.

Mark: We can't be the first people you've invited up to the dairy.

Andy: We've made similar deals with others for gas and food, but ultimately they moved on, looking for those they've lost contact with.

Lee: We can go check on the perimeter right now. We can go by ourselves if you want to stay here and finish up with the generators. 

Andy: Great. I'll turn off the northwest section so you guys could strip them off and look for any weak points.

Lee: Why don't you stay here, Carley? Make sure the place is safe.

Carley: Alright. Be careful out there.


Checking the perimeter.

Lee, Mark and Travis head out to the fence. Travis: So how's the place looking? Is it safe for us to stay... if we can?

Lee: It's pretty amazing with what they've done with this dairy. But let's see if we can secure this fence before drawing any conclusions. 

Mark: I can't wait till everyone's here. Everyone besides Larry...

Lee: He wouldn't be such a pain in the ass if you didn't tell him we were talking behind his back all the time. Hopefully, we'll work things out.

Travis: There's one over there.

Mark: Eeugh.

Lee: It's dead. Let's push it off.

Travis: Andy said when the fence is on, the walkers go up like a tree branch on a power line. If the lights are out, that means the fence is off, right?

Mark: It better be.

Travis: Who do you think this guy was?

Lee: Maybe a farm hand. I hope he wasn't like this long before the fence finished him off. 

Travis: There's an arrow on this guy's head.

Mark: Maybe Andy and Danny used him for target practice?

Lee: I don't know what got him first. The arrow or the fence. Either way, I hope he was already dead.

Lee pulls the arrow pinnig the walker to the fence and pushes it over.

Lee: There's still a few more, I bet.

Travis: When this place is patched up, this place will be a fortress! Can you guys imagine not having to worry about the walkers anymore?

Lee: A fortress needs people to defend it. 

Travis: We've got enough people, Lee.

Mark: So what's your take on the brothers? They seem to have this place tied down pretty well.

Lee: What do you mean?

Mark: I dunno. They seem decent enough. I just want you to know I've got your back if anything goes down.

Travis: Another one.

Lee pushes it over.

Mark: Man, the fence burnt through it's hands. They are fused together.

Lee chops off the walker's hands.

Travis: You never get used to the smell, do you?

Lee: Ha... nope.

Mark: Christ, I can't stop thinking about dinner. Thanks for the food earlier. It's not easy eating in front of the kids, but it's all that's keeping me on my feet right now.

Travis: We'll ask for more to eat after this is done.

Mark: Alright, I can suck it up.

Lee: Looks like this one must have knocked it over trying to get through. We'll have to get this post back in place so we can get Mr. Crispy off this fence.

Travis: We'll get more leverage if we do it on the other side. 

Lee: Good idea.

The three jump over to the other side of the fence and push the posts up in position. The fence suddenly turns on.

Mark: Holy fuck! What just happened?!

Lee: The fences are on!

Travis: Why did Andy turn it on? He knows we're out here!

Travis is shot in the arm by an arrow.

Travis: Argh!

Voices in woods: I told you what would happen, you sons of bitches!

Mark: What the fuck?!

Lee: Quick, get to the fence!

More arrows are shot at them on their way to the fence.

Mark: Get to cover behind the tractor!

The three manage to hide behind the tractor.

Voices in woods: We had an agreement! Now you're fucked!

Mark: Who the hell are those people?!

Lee: No idea!

Travis: Fuck... now what?

Lee: With the fence on, the gate's our only way out!

Mark: If we get this tractor moving, we can get to the fence!

Lee pushes the tractor. 

Lee: It's not gonna budge!

Mark: The plow blades must be stuck in the dirt!

Mark pulls the plow lever and the blades come out.

Lee pushes the tractor again.

Lee: Something's still blocking it!

Lee pulls a brick obstructing the tractor's front wheel.

Lee: There we go!

Mark: You okay, Travis?

Travis: It hurts like hell!

Mark: I'll take that as a no.

Voices in woods: Thet're on the move! Behind the tractor!

The three manage to get to the gate.

Mark: Let's go! Let's go!

Voices in woods: You got lucky this time! We're not going anywhere!

The three manage to head back to the dairy.

Carley: Lee? What's wrong?

Lee: It was a goddamn ambush out there!

Andy: Holy shit! Are you guys okay?

Mark: We were attacked by those bandits in the woods!

Andy: Bandits?! Here? On our property?

Brenda: Oh my lord, what happened to you, sweetheart?

Danny: It was those bastards in the woods, mama!

Travis: I'll be alright once the arrow's out, but goddamn, it hurts!

The remaining members of the group arrive.

Kenny: Hey, ya'all!

Ben: Travis! What happened?!

Travis: I'm okay... I should just... pul it out...

Brenda: Oh no, honey, come on. Come inside and we'll have you sorted out.

Larry: What the hell is going on here?

Mark: We ran into some people on our way here. Bandits. I think they were the ones who shot at us.

Danny: They gave us a lot of trouble before. Killed a bunch of our farmhands. We got them to stop by making a deal with them.

Kenny: You KNEW about these people?

Danny: Food for protection. Not like we had much of a choice. But they did stop messing with us.

Larry: Goddammit! Doug said this place was locked down tight!

Lee: Maybe this place isn't as safe as we thought.

Andy: We're sorry! We've never had them fuck with us like that since we started giving them food!

Danny: We might have had an agreement with those people but we will not stand for this shit. Ain't no way we're gonna let those sons of bitches get away from this!

Mark: You know where they are?

Danny: Thet're hard to track down, but I know where one of their camps are. When you're ready to scope out that bandit camp, come find us. 

Lilly: We can't stay here. It's not safe.

Kenny: Not safe? This place is a hell of a lot safer than that motor inn! I think we can handle a couple of punks with bows and arrows! What we need to do is to find a way to get our whole group out here to stay. Take this place over if we have to.

Larry: Whoa, hold your jets there, Rambo. These are nice people and we shouldn't do anything stupid to have ourselves thrown out before we eat.

Lee: Mark and I will help Danny out. You guys should make friends with Andy and Brenda while we're gone.

Larry: That should be easy. I've got charm coming out of my ass.

Lilly: Yeah, that's... real charming, dad.

Lee: Where's Doug and Chet?

Lilly: They volunteered to look after the motor inn until we get back.

Kenny: There's a swing over there. Why don't you kids play on it?

Clementine: A swing! Come on, Duck!

Lee talks with Kenny, who's pushing Duck on the swing.

Kenny: Hey, Lee. Found anything yet?

Lee: I'm making sure this is a safe place in case we decide to make this a long term solution. Except for the bandits, everything else seems safe.

Kenny: Good to know. Keep your eyes open for anything that can help us.

Lee: Lilly isn't too thrilled about staying here.

Kenny: I could give two shits about what she wants. Duck and Katjaa need food and I'm not going to watch them go hungry. You with me on this?

Lee: Yeah, of course. You guys make it here okay?

Kenny: Duck wasn't looking very good on the way here. 

Lee: Maybe we can have an easier life here.

Kenny: I hope you're right. Duck and Clementine deserve a better life than starving to death at some crappy motel. Anyway, good luck with scoping that camp. It would be a good opportunity to learn more about the St. Johns' relationship with those bandits.

Lee: Hey, Clem. You like the swing?

Clementine: Yeah. Can you push me on it?

Lee: Sure. Mind if Clem takes a turn?

Kenny: Alright, Duck. Let Clementine have a turn.

Duck: Okay.

Lee: How you holding up, Clem?

Clementine: I'm okay. Are you okay?

Lee: Yeah, I'm just worried about Travis.

Clementine: Is Travis going to be okay?

Lee: I'm sure he will be. He's pretty tough. We have to make sure those people who hurt him don't hurt anyone else.

Clementine: Be careful. I want you to stay lucky.

Lee: I've been lucky ever since I met you, so don't worry. 

Clementine: Are we safe here?

Lee: I hope so.

Clementine: Me too. Will the bad people hurt us?

Lee: I won't let what happened to Travis happen to you. I promise. Alright, Clem, that's enough for now.

Clementine: Thanks for pushing me.

Lee: It's all yours, Duck.

Duck: Yeah!

Kenny: Alright, Duck. Don't pop a gasket.

Lee talks with Lilly and Larry.

Lilly: Thank god you guys didn't get killed out there. You think Travis will be fine?

Lee: Wish I knew, but I think he's in good hands.

Larry: He'll be fine. I've seen guys go through worse.

Lee: I take it that you and Kenny didn't exactly make up on the way here.

Lilly: I try seeing things from his point of view, having a family, but gambling with your family's life is pretty stupid if you ask me. I know I came down on you guys pretty hard this morning, but you do agree with the way I'm running things, right?

Lee: You're a good leader, Lilly. Kenny's too emotional but his intentions are in the right place. It would be best if we could all work together. Can I talk to you in private for a second?

Lilly: What is it?

Lee: It's been 3 months. Your dad still treats me like some kind of asshole.

Lilly: Don't expect that to change. That's just how he is.

Lee: Does he treat you like that too?

Lilly: Look, my dad can be an ass sometimes, I know that. But he's not a bad guy. He just... He's got a lot of pain. He's been through so much. And lost...pretty much everything. And it's hardened him, you know? Yeah, he's bitter and hateful, but that's all just to protect himself. And me. All he's got left in this world is me. And that goes both ways. He's probably going to keep treating you like crap, but that's just because he still has one thing left in the world that he cares about. So don't judge him and don't judge me for sticking by him. He's my dad... and I love him.

Lee talks with Mark and Ben.

Lee: Think our arrangement with them was a good idea?

Mark: A little too late to be asking that, don't you think?

Ben: Yeah, he's right. Let's just have dinner and if Travis is feeling up to it, we leave. 

Mark: We don't want to push our luck here, Lee. 

Lee: Yeah, that's a good idea.

Lee talks to Andy and Danny.

Andy: How ya feeling, Lee? I'm sorry you almost got killed out there. We should've told you how dangerous it was.

Lee: No shit.

Danny: You saw what they did to your friend. Nobody's safe until we start to fight back. We should go out and do some recon, then we'll mount out some revenge.

Andy: Hell yeah.

Lee: Who are these bandits?

Andy: We don't know. We think some of them used to work at the big box up the way.

Danny: Save-Lots.

Andy: Yeah, they're nutty as hell and get mad when they're hungry.

Danny: You ready to head out?

Lee: Yeah. It'll be a good idea to know what we're up against.

Andy: I'll stay here and hold down the fort.

Danny: Remember, we're just doing reconnaissance for now. No use getting ourselves killed.

Lee, Mark and Danny head out.

Clementine: Lee, are you going now?

Lee: Yeah, I'll be back soon.

Clementine: Please be careful.

Lee: I will.

Lee, Mark and Danny walk across the woods.

Mark: See anything yet?

Lee: Not yet.

Danny: I know it's around here. It's gotta be close.

Mark: Here, I see it!

The three sneak up to the camp.

Danny: See anyone?

Mark: No, looks empty.

Danny: Watch my back, guys. I'm gonna check out the front.

Danny walks to a tent and opens it, but finds no one inside.

Danny: Clear. This camp's too small. It can't be their main base.

Lee: That's what I was thinking.

Danny: Take a look around anyway. There's probably something here they stole from us.

Mark: Some empty cans here. But it looks like someone's been eating out of these... recently.

Danny: What are those boxes?

Lee: They are all from Save-Lots.

Danny: The first few days, the military told folks to gather to the Save-Lots by the interstate.

Mark: What's in the tent?

Danny: 2 sleeping bags. One of them's kid-sized.

Lee: Boxes from the dairy here.

Danny: Probably the food we've been giving them. Fuckers crossed the line.

Lee: There's a video camera here.

Danny: Let me see that.

Lee: Batteries are dead, though.

Danny: Oh, okay. What else they got here? Let's see if we can find anything useful. I see you handle that gun I lent you pretty well. You a hunter?

Lee: No, but Lilly keeps us all on a regular training schedule.

Danny: Lilly, huh? Looks like she's running this democracy of yours.

Lee checks the tent. 

Lee: It's a kid's sleeping bag.

Mark: Damn, there's a kid mixed up in this?

Danny: WAS, more like.

Lee looks at the bloody bunny plushie inside.

Lee: Aw, man...

Mark: There's something under that sleeping bag.

Lee finds Clementine's hat under the sleeping bag.

Lee finds Clementine's hat.

Lee: ... the hell?

Woman: Don't move!

Danny: Shit!

Woman: Put your guns down! I ain't going back... you tell them Jolene ain't going back!

Danny: Hey, we had a deal! No shooting as long as we gave you food! What the hell happened?

Jolene: You had a deal with them. I ain't THEM. I know you. I know what you are and what you do.

Danny: You don't know me!

Jolene: You stole everything from me!

Mark: What happened to you?

Jolene: Well, that's one hell of a question, mister. They told me I'd be safe with them... men who lived here. But it wasn't safe... not for me and not for my girl. They didn't treat her nice... not at all. They took her away into the woods and wouldn't tell me where. I begged them every way I could. But they just laughed... so I killed them! And I'm staying here till she comes back... one way or another... Now maybe you didn't hear me last time... when I asked you sweet... put your damn guns down! You think I won't kill you? I'm gonna use this croosbow and put an arrow right through your eyeball... and into your goddamn brain!

Lee: Where did you get this hat?

Jolene: A little girl.

Lee: You stole it from her!

Jolene: So what if I did? You stole her from me! You know what? I changed my mind. I'm putting this arrow right through your balls. String them up on that tree. Then I'm gonna head down to that farm and shoot every person I see!

Mark: Put down the crossbow!

Jolene: No, sir. I need it to kill you all. Go on, boy! Tell him! Tell him what you got in mind for-

Danny pulls his trigger and shoots Jolene.

Lee: You straight up murdered her!

Danny: Hardly. She had a crossbow pointed right at my head! It's a clean shot though. Right hrough the head. Now that's good shooting right here. Still, what a waste.

Mark: So that's it? We're going back?

Danny: If they aren't here, then I don't have any idea where they could be. It ain't a good idea to go tromping through the woods looking for them, so yeah, we head back. Once they see this... they'll get the message.

Danny acquires Jolene's crossbow before heading back with Lee and Mark.

Chapter 4: Guess Who's Coming To Dinner

Danny: That was one hell of a ride, huh?

Lee: Jesus, Danny...

Danny: What, you ain't gettin' soft on them, are ya? Not after what they did to your friend!

Brenda: You're back! What happened?

Danny: Handled it, mama.

Mark: I'll go check up on the others. See ya at dinner, Lee.

Lee talks to Brenda.

Brenda: This isn't what my husband would have wanted... miss him every day.

Lilly: Then screw it up for everybody, why don't you?

Kenny: Calm down princess, I'll do it myself.

Lee: What's going on with them?

Brenda: Dunno. Squabblin', I guess. A lotta tension with y'all, huh?

Lee: They have different ideas about how we should run our group. If they don't find any common ground, this whole thing's gonna fall apart.

Brenda: Nah, it's just tough times. Everyone's hungry and people get stir crazy when their tummy's empty. And Lee, don't worry your head about them bandits. I'm sorry you've seen more violence than I thought in your first day here, but ya'll are safe here. Don't worry. And thank your friend Katjaa again for me. That woman is a life saver.

Lee: How's Travis doing in there?

Brenda: Best patient I ever had. My boys get so much as a scratch and start hollering. He could definitely teach them a thing or two about being tough.

Lee: I... would still like to check on him.

Brenda: You're gonna have to trust me on this. I've helped stitch my share of wounds... I know what I'm talking about.

Lee talks to Lilly.

Lilly: So what did you guys find out there?

Lee: We found a woman in the woods. She was talking crazy and had a crossbow. So Danny killed her.

Lilly: Do you think she was one of them?

Lee: Don't think so. I think she was trying to tell me something but then Danny just went off.

Lilly: I don't like this. We should go back to the motor inn where we know what to expect.

Lee: What were you and Kenny arguing about just now?

Lilly: He's losing it, Lee. He comes over and starts talking about searching the barn and that the St. Johns are hiding something.

Larry: But you told him to mind his own goddamn business, right? We are guests here and we don't need to be overstaying our welcome more than we already are.

Lilly: The way I see it, we need to skip dinner and get our food to go. But I'm starting to think your friend over ther ehas another agenda.

Lee talks to Ben and Mark.

Lee: Do you guys get the feeling something's going on here?

Mark: Maybe. That woman in the woods... I feel like she tried to tell us something about the St. Johns.

Ben: These backwoods people always give me the creeps.

Lee enters the barn.

Lee: What's this thing?

Duck: Daddy says it's a salt lick.

Clementine: Yeah, but don't lick it. It's gross.

Lee: Did you lick it?

Clementine: ... I don't know.

Lee: Here, Clementine.

Clementine: My hat! You found it! You say you would!

Lee: Did you see any strangers around the motor inn who might have taken it?

Clementine: No. Why?

Lee: It's probably nothing. Just let me know if something like that happens.

Clementine: Hey, Lee. Do you think you'll have kids?

Lee: I'd like to, someday. Maybe a little girl like you.

Clementine: That's nice. You'd be a great daddy.

Lee: Hey, Andy. We met a woman in the woods. She seemed to know your brother.

Andy: Yeah, uh, he probably talks a lot more than he has to.

Lee inspects the barn door.

Kenny: You found it too, huh? They're hiding something behind this door. I got a quick look. There's boxes of stuff and something metal and sharp.

Lee: You're just being paranoid.

Kenny: It's my job to be paranoid, Lee. I got my whole family on the farm right now. How about you? What about Clementine?

Lee: I'll protect her no matter what.


Lee and Kenny inspect the lock.

Kenny: I know you will. Look, that guy over there... what's-his-name. He locked it up real tight the second we came in. There's definitely something behind this door, Lee. My point is, we've gotta know for sure. So hand me a hammer and I'll have this thing off in a second. You back me up in case those farmers come running.

Lee: Hold on, man. Think this through. You smash the lock. Then what if it turns out you're wrong? You just fucked your chance to get a good meal in those kids you're trying to protect. Use your head, Kenny.

Kenny: Alright, professor. What do you have in mind? Lee: Let me have a look at what we're dealing here first.

Kenny: Hey, Lee. You know how to pick a lock, right?

Lee: No. Why would you say that?

Kenny: Well... you're... you know... urban?

Lee: Oh, you're NOT saying what I think you're saying.

Kenny: Jesus, man! I'm from Florida! Crazy shit just comes out of my mouth sometimes. Sorry.

Lee: See these screws? Instead of breaking the lock, we can take off the assembly, have a good look inside, and then place it back again, like nothing ever happened.

Kenny: All right. Sounds like a plan. I'll hang around and keep an eye on that guy over there.

Lee: Andy.

Kenny: Shit, I thought that was Danny. Whatever.

Andy: Can I help you?

Lee: Just... checking the barn out here. Never been to a dairy farm before.

Andy: Well, don't roam around too much. You know what's out there. Do me a favor and don't fuck around with this door. You know, mama gets nervous.

Lee heads out the barn and sees Brenda and Larry talking.

Larry: So, how does a woman like you run this place?

Brenda: Oh, I manage just fine. I have my boys to help out. I couldn't do it without them.

Lee talks to Mark.

Lee: There's something going on with that barn.

Mark: Really? Like what?

Lee: Kenny saw something metal and sharp inside.

Mark: What are we going to do about it?

Lee: We're gonna have to take that lock apart, have a peek, and put it back on. Any idea how we can do that?

Mark: What about a multi-tool? There's one in the toolbox.

Lee checks the toolbox.

Lee: ... Just gonna borrow this for a second.

Mark: The next step of business is to distract the St. Johns. You deal with Andy and I'll deal with Danny over there.

Lee: What about Brenda?

Mark: Larry's doing a good job hitting on her, so we should be fine.

Mark talks to Danny.

Danny: Glad I got to use her today.

Mark: Who?

Danny: My girl here.

Mark: You really like that rifle.

Danny: What's not to like?

Mark: ... Not much, I guess.

Danny: Exactly.

Mark: You guys must trade for a lot of fuel to keep the generators running, right?

Danny: People get hungry and a few loaves of bread fetch a high price. You're lucky you're on this side of the deal now.

Meanwhile, Lee and Carley discuss how to distract Andy.

Carley: Why don't we mess with the generator? I'm sure that will buy us enough time.

Lee: Good idea.  Lee opens the generator panel.

Lee: Any idea how to do this?

Carley: Don't ask me. I'm not my brother.

Lee: Looks like the belt is driving the... whatchamacallit. Hmm...

Carley: We have to get that belt off then.

Lee turns off the generator and manages to detach the belt from the engine.

Andy: Fucking Danny. Where did he get this piece of shit? Man, the thing threw out the belt! Damn it, son of a... fuck! This will take forever...

Carley: Now's your chance. I'll keep my eye on him in case he's done with it.

Lee enters the barn.

Kenny: You did it? Let's get this thing off.

The dinner bell rings.

Duck: Dad! Dinner time! Come on, let's eat!

Katjaa: Come along, Ken. Don't keep us waiting.

Kenny: I'll make an excuse for you. Get that thing off!

SFH 10

Behind locked doors.

Lee unscrews the screws and takes the lock off. Lee opens the barn door and finds bloody machinery behind it.

???: Boy, didn't you hear the bell?

Lee turns around to find that Andy is behind him.

Andy: It's dinner time.

Lee: Andy, what the hell is in that back room?!

Andy: Look, we have food here, but Danny and I still gotta do a lot of hunting to keep everyone fed. When we catch something, we skin it and dress it back here. You see? Nothing to worry about.

Lee and Andy leave the barn.

Lee enters the house.
SFH 11

Dinner time.

Brenda: Everybody sit down and I'll go get the meal! Ooh, this is a delight!

Ben: Where's Travis?

Brenda: Now don't worry about him. I've already brought some food up for him. You just let him rest.

Lee: Mind if I wash my hands first?

Brenda: Bathroom's right outside the hall. And be sure to get under your nails. You've been mucking around in the dirt all day.

Lee heads upstairs quietly. Once upstairs, he finds numerous medicinal items in a closet.

Lee: Why do they need so much morphine for? First aid kit here... looks like someone needed first aid... recently. There's a bunch of medical waste here. IV tubes, saline... What would dairy farmers need with this kind of stuff?

Lee enters the bedroom.

Lee: Where the hell is Travis? I thought Brenda said he was up here resting? ... Is that blood?

Lee sees light coming out beneath a bookshelf. Lee moves it away and finds a door behind it. Lee opens the door... and finds Travis inside, legless.

Travis: Lee...

Lee: Travis?! What the hell happened to your legs, man?!

Travis: ... St. Johns... Don't eat dinner...

Brenda: Lee? Did you fall in? Dinner's on the table!

Lee: Clementine!

Lee runs down the stairs and rushes to the dining room. Lee sees Clementine about to eat the food.

Lee: Don't eat that!

Clementine: ... Huh?

Mark: Lee! Did you find something?

Larry: Sit your ass down, Lee! This woman just made you a meal! 

Lilly: What's gotten into you?

Larry: You could use some manners!

Lee: You're eating human meat!

Carley: What the hell?

Lilly: That's crazy!

Kenny: You're scaring the kids, Lee.

Larry: Don't indulge him, Lilly. It's always something with this guy.

Katjaa takes away Duck's plate.

Duck: Mom, I was eating that!

Lee: They're picking us off to trade as meat!

Larry: You're out of your skull!

Lee: TRAVIS is upstairs RIGHT NOW with NO LEGS! Brenda, is he being eaten right now?!

Brenda: ... Yes. 

Danny: Everything could have turned out okay for you folks.

Andy: He woulda died anyway! We gotta think about living!

Brenda: Settle down, Andy. Growing up in rural Georgia, you're taught not to waste. It's how I was raised and how I raised my boys. Now, you've got monsters roaming around, that do nothing but eat people! And for what? To continue to rot until they eat some more!

Carley: ... I think I'm gonna be sick.

Lee: You're all sick... sick in the head.

Brenda: Lee, that's not a very nice thing to imply. Andy is right. We go after folks who were gonna die anyways, one way or another.

Danny: ... Like ya'all.

Lee: Mark, get your gun!

Andy takes out his pistol.

Andy: Nobody's going anywhere!

Danny grabs his rifle.

Danny: We've got lots of use for ya'all right here.

Lilly: Put your guns down! We're walking out of here!

Larry: What the hell... What?!

Duck: Mommy, I don't want to die. Mommy, what did I eat?

Andy grabs Clementine, pulling her by her hair.

Lee: Let her go, you son of a bitch!

Everyone hears something tumbling down the stairs. Travis drags himself to the dining room.

Travis: Please... someone...

Ben: Travis!

Lee: Everyone-

Danny knocks Lee out with the butt of his rifle.

Chapter 5: Too Much Salt Will Kill You

Some time later, Lee wakes up.

Larry: You sick bastards! You can't keep us in here forever! OPEN THIS DOOR! I'LL TEAR YOU ALL APART!

Mark: Quit it! We need to find another way out of here!

Lilly vomits.

Carley: This isn't happening...

Larry: I will knock that goddamn door down!

Clementine: Lee? Lee! It was Travis! They tried to make us eat him!

Lee: But you didn't, right?

Clementine: No...

Larry: The rest of us did! If you hadn't brought us here-

Lilly: Now's not the time, dad.

Kenny: Those sick psychos have my family, Lee! We're stuck in this goddamn meat locker! We've gotta get the fuck out of here!

Larry: This goddamn thumbsucker was the one who brought us here!

Mark: Will you all just shut the fuck up?!

Clementine: I'm scared.

Lee: Don't be. It's gonna be okay... I'm gonna find us a way out of here.

Lee talks to Lilly.

Lee: Your dad's not making things easier for us.

Lilly: Dad, stop!

Larry: Open up! Goddamnit!

Lilly: Dad, this isn't helping!

Lee: Come on, Larry. Do you really want to attract their attention?

Larry: Yeah, I want to attract their attention so I can fucking kill them!

Mark: Guess your new girlfriend wasn't all she was cracked up to be.

Larry: What the hell is your problem? You two were pricks back at the motor inn and you went out your way to be an asshole to me tonight. You two must really hate me. But guess what? You two are stuck here with me. I plan to be around long after you're dead. And if you turn... I'll be the one to put the axe in your skull.

Mark: Go fuck yourself. ... I'm through with this asshole.

Lee: I'm not your enemy, Larry.

Larry: I don't fucking believe you. And don't forget... I know who you really are.

Lee inspects the salt licks in the room.

Lee: Salt licks over here.

Ben: Think we can heave them through the door?

Carley: Nah. Door's too solid.

Lee talks to Ben.

Lee: You alright, Ben?

Ben: I can't believe what they did to Travis...

Lee: Me neither. I knew we couldn't trust them.

Lee talks to Carley.

Lee: Anything over here that can help us?

Carley: There's some boxes of meat here. And I sure as hell don't want to know what kind.

Larry: *huff* I'll break that damn door down...!

Lilly: Dad, easy...

Larry: Argh! Oh, god...

Larry falls over.

Lilly: Dad! He's stopped breathing! I think he's got a heart attack!

Lilly tries to revive Larry.
SFH 12

Lilly tries to revive Larry.

Ben: Is he dead?

Lilly: He's not dead! Somebody help me with this!

Kenny: Fuck... if he's dead...


Kenny: You know what has to be done, Lee. We saw Ben's teacher back at the motel. How fast he turned. 

Carley: What are you saying?

Kenny: I'm really sorry, Lilly. But in a few minutes, we're going to be trapped in a locked room with a six-foot-four, 300 pound, seriously pissed off dead guy!

Lilly: We can bring him back! Somebody!

Kenny: We'll mourn him later. But right now, we need to stop him from coming back!

Mark: What?! No way!

Lilly: Goddamnit, Kenny! He's not dead!

Lee: Lilly can still save him.

Kenny: I wish she could. Believe me, I do. But that man is dead. You all know what happens next.

Lee: Look, Kenny... Back at the drugstore when we all thought Duck was bitten... I gave him the benefit of the doubt. Maybe we should do the same now.

Kenny: That was different. Duck wasn't bitten. Come on, we know this guy's not gonna make it. Remember what Ben said. Gotta destroy the brain... You've got to have my back here, Lee!

Lee decides to help Lilly, alongside Mark and Carley.

Kenny: Lee?!

Lee: Is he breathing at all?

Mark: No, I think so.

Lee: Let me take over. Lilly, keep checking his pulse! Mark and Carley, hold him down in case this goes to hell.

Kenny: Are you stupid?! He's gonna turn! You're putting all of us at risk, you son of a bitch!

Lee: One!

Kenny: You're fucking worthless, Lee!

Lee: Two!

SFH 13

Kenny smashes Larry's head in.

Kenny smashes Larry's head in with a salt lick in the room.

Mark: Kenny, what the fuck?!

Kenny: I... I'm sorry! It had to be done!

Lee: You don't know that!

Kenny: Yes I do, Lee! And so do you! I was counting on you, man!

Kenny approaches Lilly who is mourning.

Kenny: I'm sorry. I-

Lilly: Don't you fucking touch me!

Lee tries to console Clementine, who is crying.

Lee: Are you okay?

Clementine: Is it over?

Lee: Yeah... for now. We still need to find a way out of here. You gotta be strong right now... I need you to be strong. Think about something else. Something nice and hopeful.

Clementine: Like what?

Lee: Someplace safe, where no walkers can get you.

Clementine: We're gonna get out, right? Have we found a way out?

Lee: I'm working on it.

Lee talks to Kenny.

Kenny: You think I liked doing what I did, Lee? I'm the guy who couldn't bear to watch the family dog get put down. But if we wanna survive, we need to have the balls to do the hard thing. Or at least one of us's got to.

Lee: You talk a big game, but could you do the hard thing if it was Katjaa or Duck?

Kenny: It's never going to come to that. Not if I have anything to do with it!

Lee: Look, if we want to survive this, we've got to work together. How do you expect Lilly to work with us after what you've done?

Kenny: If she wants to live, she'll work with us. If she doesn't, then the hell with her.

Lee talks to Ben.

Lee: You holding up okay, Ben?

Ben: I, uh... can't believe this is happening.

Lee: You'll get used to it.

Mark: I think there might be an air duct behind this air conditioner. Maybe big enough for one of us to fit through.

Carley: I dunno, seems like a longshot to me.

Clementine: Can we take it off?

Lee: I think we can take it off... if only there's something we can use to take off the screws... the multi-tool! Of course they took it, shit.

Clementine: Maybe there's something else we can use. I've got a rock.

Carley: A rock won't help... maybe a coin can do the trick. Do you have one?

Clementine: Uh-uh.

Mark: Hey, Lee. Larry mentioned he had coins in his pockets back at the motor inn.

Lee: Yeah, good thinking. 

Carley: We'll have to deal with Lilly first, though.

Lilly: Please, I need to be alone.

Carley: God knows you deserve time to grieve, Lilly.

Mark: We need your help and Larry's if we're gonna get the hell out of here...

Lee: We need something to remove the screws on the air conditioner. If you have something we can use as a screwdriver...

Lilly: No.

Lee: What about HIM? This is a bad time, but... Larry mentioned he kept coins in his pockets.

Lilly: What do you want? My blessing to loot his corpse?

Carley: ... your permission.

Lilly: Just... do what you gotta do.

Lee searches Larry and finds some coins.

Lee: Two quarters and a dime.

Lee unscrews the screws on the air conditioner and Ben helps him to take it off.

Ben: That's our way out, Lee. 

Kenny: Looks like it leads into that back room.

Mark: It's too small for us to fit through.

Clementine: I can do it.

Lee: Are you sure?

Clementine: Yeah. I just want to go home.

Carley: This will help us get home.

Clementine crawls through the air duct.

Clementine: What should I do after I get out?

SFH 14

Clementine crawls through the air duct.

Lee: See if you can get to the other side of that door and open it.The group wait in silence for Clementine. The door opens. It's Clementine.

Lee: Did anyone see you?

Clementine: No, but there's someone outside.

Kenny heads outside.

Lee: Where do you think you're going?

Kenny: Why do you care?

Mark: Damn it, he's going to get us all killed.

Lee: Lilly, we need to go. 

Lilly: I know... I just need to say goodbye. We're good, alright?

Mark: Let's go.

Lee: Ben, Clementine. Stay here, alright?

Ben: You got it.

Chapter 6: Taking Charlotte

Lee, Carley and Mark join Kenny outside.

Kenny: I was right about this place! It's a human slaughterhouse!

Kenny and Lee arm themselves with a sickle and hay hook while Mark and Carley stay behind.

Lee: So what's the plan?

Kenny: That dumbass up ahead is so busy in his own ranting that we could probably sneak up on him and take his rifle. You ready?

Lee: Yeah... let's go.

Lee and Kenny sneak up to Danny who is talking to himself.

Danny: ... Mama, I know you mean well, but you have to stop playing favourites with Andy. I know he's older, but that doesn't make him smarter.

Andy: What are you doing outside the barn?

Danny: Just guarding the place, like you said.

Kenny: Shit!

Kenny and Lee hide in one of the stalls.

Andy: Well, quit sitting out in the rain like a damn weirdo. Mama says we can't keep that many folks alive and not expect trouble. Pick one to keep and kill the rest.

Kenny: What's he doing out there?

Lee: I don't know. I'll keep an eye on him. Be ready to act.

SFH 15

Lee attacks Danny.

Lee peeks through the stall door and finds himself looking at the barrel of Danny's rifle. Lee shoves Danny's rifle away, causing him to miss the shot. Lee is slightly deafened by the gunshot. While Danny is reloading, Lee buries his sickle in Danny's shoulder. Danny retaliates by punching him in the face. Kenny attacks Danny, causing him to be ensnared in a bear trap on the ground.

Kenny: Where's my family, asshole?!

Katjaa is heard screaming.

Kenny: Kat! Duck!

Kenny runs out to the house. The others come out. Lee picks up a pitchfork and confronts Danny. 

Danny: Ergh! You see?! You understand now, don't you? You can have me! It's how the world works now! Give part of yourself... so others can live!

Lilly: I should fucking kill you right now.

Ben: Travis never volunteered to be food!

Mark: So that's why he shot Jolene, Lee. She was about to spill the beans back there.

Lee: Cannibalism is NOT the answer! Aren't the walkers eating enough of us?!

Danny: You gotta keep me alive! If you kill me, the meat gets tainted! Ya'all can't eat it!

Lee: You're already tainted!

Danny: You ain't gonna kill me... just like you didn't kill Jolene... You don't have what it takes! ... Fucking coward.

Lee buries the pitchfork in a stack of hay nearby, sparing Danny.

Lee: This is not how the world works now! You won't make me kill you!

Lilly: Go on. I'll cover you.

Lee: Just stay here and keep Clementine safe. Mark, come with me.

Lee and Mark head outside.

Mark: Kenny?

Lee: He's not around. 

The two see a laser beam. 

Lee: What the hell? Where's that coming from?

The beam blinds Mark in the eye.

Mark: Ow!

Lee: It's Doug and Chet. Over here!

Doug and Chet approach the two. 

Lee: What were you doing?

Doug: Morse code!

Mark: You nearly blinded me!

Doug: Sorry 'bout that. But I did get your attention!

Chet: What's going on? You guys have been gone way too long!

Lee: They attacked us. Larry's dead and they chopped off Travis' legs and tried to feed them to us!

Chet: Shit. Is everybody else okay?

Lee: They've got Katjaa and Duck in the house and I don't know where Kenny is!

Chet: Okay, we'll come in and help!

Lee: Storming the house will cause a panic. You two find a way around the back and I'll head to the front.

Lee sneaks up to the house.
SFH 16

Lee confronting Brenda.

Katjaa: No, please, no!

Brenda: Just shut up and he'll be fine!

Andy: Something's up. I'll take the boy and head outside.

Katjaa: No, please don't take my boy!

Andy: Let go, woman!

Brenda: Danny, is that you out there?

Lee: I left Danny in the barn... he got what he deserved!

Brenda: Oh my god... 

Katjaa: Let me go!

Brenda: Come here! Get back, Lee! Don't come in here! You just had to go snooping around, didn't you?!

Lee: Let her go, Brenda!

Lee enters the house and confronts Brenda holding Katjaa hostage.

Brenda: Don't you take another step!

Lee: Brenda, come on now, you know you don't want to do this.

Brenda: Just go away and leave us be!

Brenda takes one step up the stairs. Lee advances.

Brenda: Stop right there! I mean it!

Lee: Please, don't make this any worse.

Brenda: Just stop!

Lee keeps walking slowly to her, seeing Travis, now a walker, upstairs, struggling with the railing. Brenda ends up walking back into Travis' outstretched arms, in which he pulls her towards him and devours her.

Katjaa: They've got Duck! Where's Kenny?!

Andy: I said don't move, motherfucker!

Kenny: Don't you fucking hurt him!

Chapter 7: You Fight Like A Dairy Farmer

Lee and Katjaa head outside. Mark finds Jolene's crossbow and some bolts in the house and uses it to put down Travis.

Mark: Thanks, Travis.

Lee and Katjaa see Kenny confronting Andy, who is holding Duck hostage.

Kenny: Let him go, damnit!

Andy: That ain't gonna happen!

Lee: Andy, don't!

Andy: Shut up!

Andy shoots Kenny in the abdomen with his rifle.

Andy: Who the fuck do you people think you are?! Look at what you've done!

Lee: You brought this on yourself!

Andy: No, you did this! All we wanted was some gas to keep ourselves safe!

SFH 17

Andy attempting to electrocute Lee.

A laser beam blinds Andy. Lee rushes in and grabs Andy's rifle. The two struggle and fall over, rolling off the hill the house was built on. Andy gets up and kicks Lee, before pulling him to the electric fence in an attempt to electrocute him. Lee struggles to keep himself away. Lilly shoots Andy, causing him to fall over in pain. Andy grapples with Lee and is pushed back and slightly electrocuted by the fence.

Andy: Is that all you got, Lee? You... You ain't shit!

Lee: It's over!

Andy: Fuck you. As soon as Dan and Mama get out here, you're all fucked!

Lee: They're not coming.

Andy: What do you mean? Lee, what the fuck do you mean?! Don't you DARE walk away from me, Lee! COME BACK HERE AND FINISH THIS, LEE!

Lee: Come on, let's go, guys.

Chapter 8: It's Not Stealing If You Need It

The group leave Andy and the dairy farm, now overrun with walkers. The group head home in silence.

SFH 18

Heading back.

Chet: Hey, Lee. Sorry for leaving the motor inn unattended.

Lee: I'm glad you and Doug showed up when you did. I never thought a laser pointer would be the thing that saved our lives. 

Chet: Were they... really killing people? For food? 

Lee: Yeah, and Clementine almost ate some.

Chet: Damn, that is sick. Were you guys able to salvage anything from the dairy?

Lee: Not really. They took everything I had before the place was overrun.

Katjaa: Oh, I was able to grab a couple of your things while Brenda wasn't looking.

Katjaa hands Lee his family photo, and the camcorder he found at Jolene's camp.

Lee: It's not working. You have any use for it, Doug?

Doug: Let me check it out and see if Chet and I can do anything about it.

Carley: Sometimes it helps to have something you can document your thoughts on.

Kenny: Urgh...

Katjaa: How are you doing?

Kenny: I'm okay... Just not as young as I used to be. Lee, can I talk to you for a second?

Lee: What is it?

Kenny: There's gonna be fallout.

Lee: For killing Larry? Yeah, I would imagine so.

Kenny: What do you think?

Lee: You're no hero. You destroyed TWO lives in that meat locker. Kenny, you're not a bad man... but hell, what are we going to do now?

Kenny walks away.

Lee: Come on, Clementine. Stay close.

Clementine: Are those bad people dead?

Lee: Walkers probably got them. They were bad and were punished for it.

Mark: You guys hear something?

Chet: Sounds like a car.

Ben: Oh man, not more strangers.

Lee and Kenny walk ahead and see a car. 

Lee: Don't shoot. We're here to help.

Lee sneaks up to the car and finds it empty.

Lee: Clear. 

Lee takes the car keys.

Kenny: Oh crap! You've gotta see this! There's a shit load of food and supplies back here!

Everyone approaches the car.

Katjaa: This food could save all of us.

Lilly: ... Not all of us.

Kenny: *sigh*

Mark: Look, we don't know if the owners are dead.

Lilly: If they come back, then we're just monsters who came out of the woods and ruined their lives.

Clementine: This stuff isn't ours.

Duck: Dad, whose car is it?

Kenny: Don't worry about that, Duck. It's ours now.

Katjaa: It's abandoned, honey.

Clementine: What if it isn't? What if it's someone's?

Mark: The girl's right.

Lee: Yeah, we shouldn't take this.

Kenny: What?! Did you get some meal the rest of us missed out on? We have to take this stuff!

Lee: I don't want any part of this.

Kenny: Suit yourself. The rest of us are taking this stuff. Keys.

Lee tosses Kenny the car keys. 

Kenny: Okay, what do we have here?

Ben: There's more food in that box!

Katjaa: They have antibiotics here.

Doug: Is there any more?

Carley: See if there's any water.

Everyone excluding Lee, Clementine, Mark and Lilly take the supplies.

Carley: There were some batteries in there, Lee. Doug's working on your camcorder. Here, Clem. Some batteries for your walkie-talkie.

Clementine: Thanks.

Doug: Lee? I got that camcorder working. You might have to see this.

A recorded video shows someone filming the group at the motor inn.


The video cuts to another segment. The camcorder focuses on Clementine. 

???: Oh, darling, baby. Look at you. You need a mama, sweetheart. We won't let them bandits get you, sweetheart.

The person turns the camcorder to themselves. It's Jolene.

Jolene: Look at ya'll. Sitting there thinking you're all safe and the world was how it used to be. The dead don't kill their own. It's the living you have to be afraid of. Those whom I called friends... those who killed... Don't worry, little girl. Them bandits are keeping an eye on that dairy. As long as they keep getting food from them, you'll be safe. I promise.

The episode ends on a sour note. The group will have to deal with the bandits now that the dairy is gone.


  • Lee Everett
  • Clementine
  • Kenny
  • Katjaa
  • Kenny Jr.
  • Carley
  • Doug
  • Lilly
  • Larry
  • Chet
  • Mark
  • Ben Paul
  • Travis
  • David
  • Andy St. John
  • Danny St. John
  • Brenda St. John
  • Jolene
  • Jake
  • Bart


  • David (Alive and Zombified)
  • Bart
  • Jolene
  • Travis (Alive and Zombified)
  • Larry
  • Brenda St. John



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