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Months on the run, the group finally finds a possible safe haven in an abandoned prison.

Elsewhere, Andrea and the woman who rescued her, Michonne, try to decide their next direction.

Episode Info

Episode number: 3x1
Airdate: Sunday October 14th, 2012

Alternate Airdates:

UK (FOX) Oct 19, 2012


Starring Roles
Melissa McBrideMelissa McBride
As Carol Peletier
Scott WilsonScott Wilson
As Hershel Greene

Guest Stars
Irone SingletonIrone Singleton
As T-Dog
Emily KinneyEmily Kinney
As Beth Greene
Lew TempleLew Temple
As Axel

Co-Guest Stars
Theodus CraneTheodus Crane
As Big Tiny
Nicholas Sean GomezNicholas Sean Gomez
As Tomas (credited as Nick Gomez)
Markice MooreMarkice Moore
As Andrew
Vincent WardVincent Ward
As Oscar

Gregory FrenchGregory French
As Gas Mask Walker
John JaretJohn Jaret
As Walker
Juan BautistaJuan Bautista
As Prison Walker
Michael KoskeMichael Koske
As Walker
Moses J. MoseleyMoses J. Moseley
As Pet Walker #1
Pj McDonnellPj McDonnell
As Walker
Theshay WestTheshay West
As Pet Walker #2
Carmelo OquendoCarmelo Oquendo
As Prison Walker
Eric OlsonEric Olson
As Prison Walker
Ryan D. OlsonRyan D. Olson
As Prison Walker
Wayne DeganWayne Degan
As Walker
Main Cast
Andrew LincolnAndrew Lincoln
As Rick Grimes
Norman ReedusNorman Reedus
As Daryl Dixon
Steven YeunSteven Yeun
As Glenn Rhee
Lauren CohanLauren Cohan
As Maggie Greene
Chandler RiggsChandler Riggs
As Carl Grimes
Danai GuriraDanai Gurira
As Michonne
Sarah Wayne CalliesSarah Wayne Callies
As Lori Grimes


The episode begins with a walker wandering through the kitchen of a once-cozy home. Seconds later, Rick, Daryl, and Carl burst into the house with guns blazing. They execute the undead as they sweep through the residence. They've all apparently done this before, as they go about the whole thing like professionals, taking down each walker with precision. Daryl even manages to shoot an owl for supper, while he is at it. Later, the gang looking more run down than ever, find cans of dog food, but not much else, much to their chagrin. T-Dog then glances out the window, spotting dozens of approaching walkers, and is visibly shocked. ..

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Episode Notes
Ratings: 10.87 Million Viewers

Casting: Lauren Cohan (Maggie Greene) and Danai Gurira (Michonne) have now been added as a main cast members.

Locations: The prison set is located in Senoia, GA. The ESCO Feed Mill and the Deer Cooler store that Michonne and Andrea are in are located in Harlenson, GA. The building Michonne finds aspirin in is in Harlenson, GA.

Trivia: In the Comic Series it was Dale, instead of Hershel, who lost his leg after being bit by a walker.

ArtistSong TitlePlayed When
The Clancy Brothers and Tommy MakemThe Parting GlassBeth and Maggie sing around the fire.
Patrick Watson (1)Noisy SundayThe group settles in at the cell block.

Episode Quotes
Hershel: (About Lori) She can't take much more of this moving about.
Rick: What else can we do, let her give birth on the run?
Hershel: You see a way around that?

Carol: That's not much, but if I don't bring you something, you won't eat at all.
Daryl: Yeah, I guess little Shane over there has got quite the appetite.
Carol: Don't be mean. Rick's gotten us a lot further than I thought he would, I'll give him that. Shane could never have done that.
Daryl: What's wrong?
Carol: It's that rifle, the kickback? I'm just not used to it.
Daryl: Come here. (Gives Carol a shoulder massage)
Daryl: We should go back.
Carol: Could be romantic...wanna screw around?
Daryl: I'll go down first.
Carol: Even better!
Daryl: Stop.

Lori: We need to talk about...
Rick: About what?
Lori: Things we've been avoiding...
Rick: You wanna talk? Talk to Herschel. I'm doing stuff Lori. Things. Isn't that enough? I'm still here.
Lori: You're right. I'm sorry.

Rick: Better all turn in, I'll take watch over there. We've got a big day tomorrow.
Glenn: What do you mean?
Rick: Look, I know we're all exhausted. This was a great win, but we've got to push just a little bit more. Most of the walkers are dressed as guards and prisoners. Looks like this place fell pretty early, could mean the supplies may be intact. They have an infirmary, commissary...
Daryl: An armoury...
Rick: That'd be outside the prison itself, but not too far away. The warden's office would have information. Weapons, food, medicine. This place could be a gold mine.

Andrea: How is it out there?
Michonne: Same. It's quiet.
Andrea: You're lying.
Michonne: We should go in a few days.
Andrea: They're coming. You should go.
Michonne: No.
Andrea: I'll hold you back, go. I can take care of myself, I saved your ass all winter, didn't I? I won't have you dying for me. Good soldier, won't leave your post? Screw you.
Michonne: We'll go in a few days.
Andrea: If we stay, I'll die here.

Lori: If we're all infected, then so is the baby. What if it's stillborn? What if it's dead inside me right now, what if it rips me apart?

Episode Goofs

When the group has finished overtaking the field of walkers in the prison, Glenn walks off to kill a walker that survived the initial onslaught. Hershel looks back to watch Glenn kill the walker. The scene is then briefly shown from another angle, with Hershel just turning around to look back, but in this shot Glenn has already killed the walker before he looks.


When Rick rushes to close the gate so that none of the walkers can get into the field there are a group of them pushing against him. Moments later, when Rick is on top of the tower shooting in the other direction, all of the walkers at the gate are suddenly gone.

Factual Error:

When the group is killing the walkers in the prison yard they are firing using various guns, however, none of the slides on any of them move and there are no shells ejected.

Factual Error:

The grass in the prison yard is too short for the amount of time that it has been left uncut.

Factual Error:

Hershel's aim-point is mounted backwards on his M4AI.

Cultural References
Paddy Reilly: When Hershel asks Beth to sing for everyone, he asks her to sing 'Paddy Reilly' first.

Paddy Reilly is an Irish folk singer and guitarist.

Episode References
Season 2, Episode 13: The character Michonne was first introduced at the end of 2x13 "Beside the Dying Fire" when she saved Andrea's life.

Season 2, Episode 13: The group was forced to abandon the farm in 2x13 "Beside the Dying Fire" when it became overrun by walkers.

Season 2, Episode 4: Lori is now heavily pregnant. She found out in 2x04 "Cherokee Rose" that she was pregnant, but it is not known if it is Rick or Shane's baby.

Other Episode Crew

DeveloperFrank Darabont
Executive ProducerGail Anne Hurd  |  Robert Kirkman  |  David Alpert  |  Glen Mazzara
Co-Executive ProducerEvan Reilly  |  Greg Nicotero  |  Denise Huth
Supervising ProducerScott M. Gimple
ProducerPaul Gadd  |  Nichole Beattie  |  Angela Kang  |  Sang Kyu Kim
Co-ProducerJolly Dale
Associate ProducerKenneth Requa
Production DesignerGrace Walker
EditorJulius Ramsay
CastingSherry Thomas  |  Sharon Bialy
Unit Production ManagerTom Luse
First Assistant DirectorJeffrey F. January
Second Assistant DirectorVincent G. Gonzales
MusicBear McCreary
Music EditorMichael Baber
Music SupervisorThomas Golubic
Costume DesignerEulyn Womble
Key GripEddie Evans
Set DecoratorKristen Walker
Location ManagerMike Riley
Transportation CoordinatorKeith Collis
Property MasterJohn Sanders
Construction CoordinatorJohn Fore
Production Sound MixerDavid M. Kelson
Script SupervisorAmy Blanc Lacy
Assistant EditorDan Liu
Supervising Sound EditorJerry Ross
Re-Recording MixerDan Hiland  |  Gary D. Rogers
GafferRick Crank
Director of PhotographyRohn Schmidt
Stunt CoordinatorRussell Towery
Production SupervisorCaleb Womble
Art DirectorDoug Fick
Post Production CoordinatorMichelle Trujillo McKibben
Based On The Works OfRobert Kirkman  |  Tony Moore (2)  |  Charlie Adlard
Key Makeup ArtistDonna M. Premick
Production AccountantHerb Johnson
"A" Camera OperatorMichael Satrazemis
Casting AssociateGohar Gazazyan
Key HairstylistTaylor Knight
Post Production AssistantAdria Murray
Steadicam OperatorGlenn Brown
Makeup ArtistAndy Schoneberg  |  Kevin Wasner  |  Gino Crognale  |  Garrett Immel
"B" Camera OperatorGlenn Brown
Special Effects Make-upGreg Nicotero  |  Howard Berger
Location CastingLisa Mae Fincannon  |  Craig Fincannon
Writers' Production AssistantAlex Brown (2)
Produced ByTom Luse
VFX SupervisorVictor Scalise
ClearancesLaura Sevier
Charge ScenicRobbie Martin
Missing Information
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