Rick Grimes' hallucinations continue to haunt him. He knows he's not well. As a leader in a world littered with death, he's feeling the psychological effects of losing his best friend and his wife. He's wandering the outskirts of the prison spending quality time with the ghost of Lori. (Welcome back Sarah Wayne Callies, all prettied up in a white dress, for a moment!)
The only thing that jogs Rick out of this stupor? The Governor.
The one-eyed pirate wants revenge. He believes Rick's interlopers ruined his carefully built utopia, which is now in turmoil. They must pay.
First, the Governor tries to throw off Andrea, telling her he does not want vengeance against them. "As long as they leave us alone, we have no problem," he says, with the sincerity of a snake. Then he lies some more and says: "I'm not fit to led these people. But you are." He asks Andrea to "take over" leading the town while he "needs time to get myself together."
She is both flattered and suspicious. He's already held back information from her (Glenn? Maggie?). How can she trust him?
The Governor then sidles up to Milton, who is a truly good man. "I count on you," he tells Milton. "Not just for your expertise but I consider you a friend."
Milton, who has seen the Governor's dark side, gulps a bit and says, hesitantly, "Thank you. I feel... me, too."
"I counted on Merle," the Governor muses. "Martinez. He's a good soldier. He'd take a bullet for me if I needed him. Would you?"
More gulping. Milton responds. "I would. Yes."
The Governor isn't so sure about Andrea's loyalties, understandably so. He wants Milton to keep tabs on her.
Later, Andrea is wondering where the Governor and Martinez went. She has a sneaking suspicion (rightly so) that he has gone after her friends. Milton is evasive, saying they are merely "on a run." He is a terrible liar.
This is the last we see of Andrea this hour. She knows what's going on and is now officially stuck in the middle.
***
Meanwhile, Merle and Daryl are wandering around with no game plan. Daryl is instantly having second thoughts about abandoning Rick. He suggests they raid homes as he did with Rick's crew. Merle is nothing but not helpful. "Is that what your new friends taught you?" He then suggests they go to the prison. But Merle, knowing how Glenn & Co. think of him, isn't too keen on that. And even then, he knows the Governor is going after them. "He's going to bury what's left of your pals," Merle warns.
They see a Hispanic familiy with a baby trapped on a bridge with walkers. Daryl, thinking of Rick and Lori's "asskicker" baby, decides to help them. Merle is stupefied because for him, why bother? Daryl jumps right in and saves their lives with his archery skills. Merle reluctantly helps out, then starts scavenging the SUV for supplies. Rick finds Merle's lack of empathy for this poor family disgusting. He puts a gun on his brother and lets the family go. "You're helping people out of the goodness of your heart?" Merle asks.
"It was a baby!" Daryl explains.
Then Daryl goes back to the season one moment when Merle was left on the Atlanta high rise handcuffed to a pipe after he became unruly. Merle is still peeved about having to cut off his hand after T-Dog accidentally dropped the key.
"You lost your hand because you're a simple-minded piece of ****," Daryl growls. He starts to leave to go to the prison himself. "You know I may be walking away but you're the one leaving... again," Daryl adds.
Merle, who realizes he really needs his brother to survive, rolls his eyes. He's going to follow Daryl back tto the prison. He knows he's not exactly wanted over at Woodbury.
***
Back at the prison, we don't see or hear from Tyreese's crew this episode.
And with Rick gone loco, a still very angry Glenn starts arguing with Hershel about what to do next. There is a breach that Tyreese found that means the prison is vulnerable. They consider going into the catacombs to clear them of walkers. Glenn also wants to go back to Woodbury to kill the Governor. "You can't stop me!" Glenn says, with petulance. "Rick would never allow this," Herschel says..
Herschel suggests they leave the prison since it's compromised. Glenn logically says they would be deeply exposed, given Herschel's missing leg and the baby.
So Glenn says, "We'll stay put. We'll defend this place. We're making a stand."
Maggie leaves the scene. Glenn comes over to her. He thinks she has shut down since she was nearly raped by the Governor. He asks her to talk about it. She says she let the Governor even expose her the way she did because she knew that Merle was beating the crap out of Glenn. She hasn't sorted her feelings out but she isn't ready to reconnect with Glenn either. So she pushes him away. "Go away!" she yells. He does.
Hershel later warns Glenn, 'The rage is going to get you killed." Glenn feels the weight of being "next in charge." Glenn gets in a car and leaves the compound.
Hershel goes out to find Rick. He knows the group needs Rick. "He's reckless," Herschel tells Rick, of Glenn. "We need you now more than ever."
Rick opens up to Hershel about his hallucinations. "I'm seeing Lori," he says. "I know it's not really her. But there's got to be a reason."
In the meantime, Carol and Axel, the final surviving prisoner, are bonding. Axel admits he doesn't like guns and doesn't even know how to use one. He explains how he used a toy gun to hold up a store. The cops found his brother's gun and upped his charge to armed robbery. He is having a jovial conversation about his "son of a b****" brother with Carol when the Governor shoots Axel in the head.
Yup, Axel is instantly dead just as we're getting to almost like the guy. At least he won't turn into a zombie!
So the ambush is on. One of the Governor's men is sharp-shooting from the top of one of the guard towers. The Governor and the unnamed black dude are by the truck. Martinez is off the side in the woods. They have three angles to pick off Rick's group one by one.
Rick, Hershel, Maggie, Carl, Michonne and Carol run for cover. Carol uses Axel's dead body quite effectively for cover. Carl and Beth hide behind a wall. Michonne ducks behind a truck. Maggie uses some old computer equipment for cover. Hershel is somewhere in the grass in the yard and Rick is still on the outside.
Apparently, the Governor's crew of four suck at sharp shooting under the gun because after Axel, they miss everybody despite a seemingly endless amount of ammo and semi-automatic guns. ( You can forgive the Governor himself. He only has one eye.) Rick's gang doesn't do any better.
Then the big surprise! The Governor had a fifth guy drive a van into the main yard, breaking two border fences, then releasing a bunch of captured zombies. Smart move on the Governor's part. It forces Rick's crew to waste ammo and possibly lose a few members. They've already weakened the prison borders by breaking the fence down. And all the noise attracts more walkers.
Fortunately, at this point, Maggie finally takes down the sharp shooter on the tower.
Michonne, clearly recovered, starts chopping zombie heads off one by one.
Rick, out of ammo, is cornered by two zombies. Guess who saves his craw again?
Daryl is back! And Merle, too, of all folks.
Glenn comes back in time to pick up Hershel and the reunite with the others.
It appears the Governor, Martinez and the unnamed black dude escape.
Rick, Merle and Daryl are left outside. There are still zombies in between them and safety.
What will happen next?
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