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Glenn sits tied to a chair in what probably started off as a storage room but has since been turned into an interrogation room. Merle drags his knife hand across the wood table and begins questioning Glenn on the whereabouts of the rest of the group. Glenn isn't talking. Merle brings up the incident in Atlanta, trying to play the "you owe me one" card, but Glenn still doesn't talk. Merle beings beating the hell out of his prisoner.
Outside the prison, Michonne is standing in a line with a bunch of walkers along the fence. She's still going unnoticed due to the blood and guts all over her, but she then begins bleeding again from her gunshot wound. The walker next to Michonne smells the blood and turns to attack. Michonne backs away, draws her sword, and takes out a couple walkers before passing out from the blood loss. Just as it seems Michonne is about to be lunch, Rick and Carl get the gate open and clear the area long enough to get Michonne inside, Rick carrying their new guest and Carl grabbing the baby supplies that Michonne brought.
Inside the prison, Rick sits Michonne down in the common area and tells her that they'll take care of her wound, then send her on her way. Just as Rick was about to start asking Michonne some questions, Daryl gets everyone together, saying he needs to show them something. Daryl leads the group back to the cells, and Carol. Everyone embraces Carol, and the tears start flowing again when Carol realizes that Lori died giving childbirth.
Rick gets Michonne talking about what happened out on the road. She tells Rick that Glenn and Maggie were taken by the same man who shot her, but she never says Merle's name. She tells Rick about Woodbury and the Governor. Rick's mind seems to be immediately settled on heading to Woodbury to get Glenn and Maggie back. Before leaving, Rick finally gives the heartfelt speech to Carl about how Carl never should have had to go through what happened with Lori. Just before Rick gets in the car with Daryl, Michonne and Oscar, Carl and Rick come to an agreement on the baby's name: Judith. So much for "Little Asskicker."
Back in Woodbury, the Governor gets a knock on his door. It's Milton, the scientist, and he tells the Governor that his experiment is also ready to be completed. The Governor goes back into his bedroom to get dressed, and sees Andrea doing the same. He suggests that Andrea come with him to the lab. When the Governor and Andrea walk into the lab, they see an old man, Mr. Coleman, lying on a hospital bed. The Governor thanks Mr. Coleman for what he's doing, then leaves. Milton explains that he's trying a memory test to see if the walkers, right after they turn, still recollect anything from their human lives.
Glenn's face is all kinds of bloody and swollen, but his mouth remains shut. Merle comes back in, clearly frustrated by not being able to break Glenn, and unleashes a walker into the room. Glenn kicks the walker away, knocking him onto his back, still tied to the chair. He runs around the room, trying to keep the walker at bay while attempting to break free from the chair. Glenn eventually slams the chair into the wall enough to break free, then stabs the walker through the eye, killing it.
Back in the lab, Milton explains to Andrea his experiment. He's going to ask Mr. Coleman the same questions after he re-animates to see if he gets a response. Andrea is there to put Coleman down if the experiment goes badly. Milton and Andrea tie Coleman down after he passed, waiting for him to turn.
The Governor tells Merle to take a break from the interrogating, that he'll handle Maggie. He walks into the room and cuts her bonds. He tells Maggie that as long as she tells him where the group is, her and Glenn will be brought back there, no harm, no foul. Maggie, like Glenn, holds strong and doesn't say anything. The Governor then tells Maggie to stand up and take off her shirt, or else he'll bring Glenn's head into the room. Maggie gets up, now standing topless, and trembles as the Governor moves behind her. The Governor leans in close to Maggie, smells her, then pushes her down onto the table. Maggie tells him to "do what you're going to do" then follows up with a "go to hell." The Governor backs away.
Michonne tells Rick it would be a safer bet to approach Woodbury by foot, so they stop the car about 2 miles out and begin to walk. A whole lot of walkers appear in the woods. Not wanting to give away their position should there be any patrols, Rick orders no gunfire. He, Daryl and Oscar take care of a decent number of walkers, but there are too many to make a stand. They run through the woods and find a boarded up cabin. They go inside, lock it up behind them, but find a paranoid old hermit in there. The hermit has his gun pointed at Rick, but Rick talks him down by saying he's a cop. As Rick is reaching for what's supposed to be his badge, Rick knocks the gun away, but not before the hermit fires a shot off. The hermit makes a break for the door, which has about 20 walkers on the other side. Michonne stops that from happening by stabbing the hermit through the shoulder blade. Daryl and Rick then throw the body out the front door and use the distraction to sneak out the back.
Coleman opens his eyes. Andrea tells Milton that Coleman is turning, so Milton starts his experiment. Milton begins asking the questions again to Coleman, but he's not getting the response he's hoping for. Milton wants Andrea to take the restraints off Coleman's hand so he can respond, but Andrea advises against that. Milton goes to take the restraint off anyway, and as he begins to ask the questions, Coleman lunges toward Milton. Andrea stabs Coleman in the head, proving to Milton that his experiment was a waste of time.
Merle and Martinez enter Glenn's "cell" with guns raised to keep him at bay. Shortly after, the Governor walks in with a half-naked Maggie. The Governor pulls his gun out and puts it up against Maggie's head. Glenn doesn't flinch or say anything. The Governor then walks over to Glenn and puts the gun right up against his head. That breaks Maggie immediately. She belts out "prison" and explains that that's where the group is. The Governor, Merle and Martinez leave, leaving Glenn and Maggie to embrace each other.
Outside Woodbury, Rick, Daryl, Oscar and Michonne scope out the patrols on the wall. Just inside the wall, Andrea walks the streets, not knowing her friends are right outside, waiting to bust in. In the Governor's apartment, the Governor asks Merle where his loyalties are. The Governor knows Merle wants to find his brother, but he also knows that Daryl is likely one of the group that's going to be coming to rescue Glenn and Maggie. Merle assures the Governor that his loyalties lie with Woodbury.