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The Walking Dead: Say the Word

While the others mourn their loses, Rick goes mad with grief.

In Woodbury, Michonne is distrustful of the Governor and tries to get Andrea to leave with her.

Episode Info  

Episode number: 3x5
Airdate: Sunday November 11th, 2012

Director: Greg Nicotero
Writer: Angela Kang

Alternate Airdates:

UK (FOX) Nov 16, 2012

Starring Roles
Scott WilsonScott Wilson
As Hershel Greene

Guest Stars
Emily KinneyEmily Kinney
As Beth Greene
Lew TempleLew Temple
As Axel
Dallas RobertsDallas Roberts
As Milton Mamet
Jose Pablo CantilloJose Pablo Cantillo
As Caesar Martinez

Co-Guest Stars
Lawrence KaoLawrence Kao
As Tim
Vincent WardVincent Ward
As Oscar

Andrew GostelAndrew Gostel
As Woodbury Resident
Arthur BridgersArthur Bridgers
As Crowley (Woodbury Army Member)
Greg TresanGreg Tresan
As Richard Foster (Woodbury Resident)
Gregory FrenchGregory French
As Walker
Kylie SzymanskiKylie Szymanski
As Penny (The Governor's Daughter)
Lindsay AbernathyLindsay Abernathy
As Rowan (Woodbury Resident)
Meaghan CaddyMeaghan Caddy
As Eileen (Pregnant Woodbury Resident)
Michael KoskeMichael Koske
As Arena Walker
Ryan NessetRyan Nesset
As Walker
Travis LoveTravis Love
As Bowman (Woodbury Army Member)
Fred CruzFred Cruz
As Walker
Eliza CornwellEliza Cornwell
As Judith Grimes
Adelaide CornwellAdelaide Cornwell
As Judith Grimes
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
David MorrisseyDavid Morrissey
As Governor Phillip Blake
Michael RookerMichael Rooker
As Merle Dixon


The episode begins with an afternoon in Woodbury, where it seems business as usual. Milton brings Andrea a cool drink during what appears to be a neighborhood block party. Andrea seems at home from the look of things. Michonne, on the other hand coolly surveys the scene, and seems oblivious to all that is happening. Inside, the Governor lovingly combs a little girl's hair until the pint-sized walker tries to bite his hand. The Governor as a result puts a sack over her head and then tries to calm his daughter. "Daddy still loves you" he tells her, trying to soothe her, while she struggles. ..

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Episode Notes
Ratings: 10.37 Million Viewers

Casting: Although still listed in the credits, both Sarah Wayne Callies (Lori) and Melissa McBride (Carol) do not appear in this episode.

Locations: The trap that The Governor has set up for walkers was filmed near Turin, GA. The daycare that Maggie and Daryl search for supplies for the baby was filmed in Newnan, GA and is owned by Sonrise Baptist Church.

Trivia: Rick only says one word the entire episode, "Hello?", right at the end when he picks up the phone.

ArtistSong TitlePlayed When
Baby BeeLove BugDuring the fight at the arena.
Lynyrd SkynyrdSaturday Night SpecialAndrea and The Governor arrive at the arena.

Episode Quotes
Andrea: Thank you, cold drinks?
Milton: We've been running the freezers all day, not the most practical use of the generators in my mind.
Andrea: It's kind of amazing.

Hershel: Let me see the baby.
Daryl: What are we going to feed it, do we got anything a baby can eat?
Hershel: The good news is she looks healthy, but she needs formula, and soon or she won't survive.
Daryl: Nope. No way, not her. We ain't losing no one else, I'm going for a run.

The Governor: The first time we gathered there was nine of us holed up in an apartment with SPAM and saltine crackers. Well look at us now. We've built a place we can call home. It may be held together with duct tape and string, but it works. It's ours, and I'll take it. So today we celebrate how far we've come. We remember those we've lost, and we raise a glass to us.

The Governor: Do you get off on that? Poking around in other people's things? You've got nothing to hide here.
Michonne: People with nothing to hide don't usually feel the need to say so.
The Governor: That's fair, we all have our secrets, huh?

Daryl: (holding the baby) She got a name yet?
Carl: Not yet. I was thinking, maybe Sophia? Then there's Carol too. Andrea, Amy. Jacqui, Patricia. Or... Lori, I don't know.
Daryl: Yeah, you like that, huh? Little Ass Kicker. What, that's a good name right?

The Governor: Hey, hey. Where are you going?
Andrea: What the hell is this?
The Governor: Well, it's a way to blow off steam.
Andrea: Blow off steam? You go for a jog to blow off steam. This is...this is sick.
The Governor: Well, look around. Everyone's having a great time.
Andrea: It's barbaric.
The Governor: It's staged. Yeah, we uh, we pull out the biters' teeth. It's just all for show.
Andrea: That's crazy. This is your reason for keeping walkers around?
The Governor: People need entertainment.
Andrea: So your solution is gladiator fighting?
The Governor: We're reducing these things, we're controlling them. We're shining a light on the monster under the bed. It's fun. It makes people feel better about the whole thing.
Andrea: It's a slippery slope. You're teaching them that walkers aren't dangerous.
The Governor: We're teaching them not to be afraid.

Episode Goofs

When Merle is talking to Andrea after she tells him she wants to leave the compound his hand goes from being open, to pointing, and back to open between shots.


When Glenn is talking to Hershel through the fence the position of his fingers changes between shots.

Factual Error:

The angle of Rick's gun in the sitting walker's mouth would not hit the brain.

Editing Error:

When Maggie is in the car about to leave and Glenn is talking to her the audio of his voice does not sync up with his mouth moving.

Episode References
Season 3, Episode 4: When the prison was swarmed with walkers in 3x04 "Killer Within" Lori died during child birth.

Season 3, Episode 4: T-Dog was killed by walkers in 3x04 "Killer Within" while helping Carol to escape.

Other Episode Crew

DeveloperFrank Darabont
Executive ProducerGail Anne Hurd  |  Robert Kirkman  |  David Alpert  |  Glen Mazzara
Co-Executive ProducerDenise Huth  |  Evan Reilly  |  Greg Nicotero
Supervising ProducerScott M. Gimple
ProducerAngela Kang  |  Sang Kyu Kim  |  Nichole Beattie  |  Paul Gadd
Co-ProducerJolly Dale
Associate ProducerKenneth Requa
Production DesignerGrace Walker
EditorNathan Gunn
CastingSharon Bialy  |  Sherry Thomas
Unit Production ManagerTom Luse
First Assistant DirectorVeronica A. Hampton
Second Assistant DirectorVincent G. Gonzales
MusicBear McCreary
Music EditorMichael Baber
Music SupervisorThomas Golubic
Costume DesignerEulyn Womble
Set DecoratorKristen Walker
Location ManagerMike Riley
Property MasterJohn Sanders
Production Sound MixerDavid M. Kelson
Script SupervisorAmy Blanc Lacy
Assistant EditorJohn Mullin
Supervising Sound EditorJerry Ross
Re-Recording MixerGary D. Rogers  |  Dan Hiland
LeadmanDan Post
Director of PhotographyRohn Schmidt
Stunt CoordinatorRussell Towery
Production SupervisorCaleb Womble
Post Production CoordinatorMichelle Trujillo McKibben
Based On The Works OfCharlie Adlard  |  Tony Moore (2)  |  Robert Kirkman
Key Makeup ArtistDonna M. Premick
Production AccountantHerb Johnson
Casting AssociateGohar Gazazyan
Key HairstylistTaylor Knight
Post Production AssistantDesa Larkin Boutte
Production Office CoordinatorMandy McCowan
Rigging GafferGary Holmes
Makeup ArtistKevin Wasner  |  Gino Crognale  |  Garrett Immel  |  Mark Ross  |  Andy Schoneberg
Special Effects Make-upHoward Berger  |  Greg Nicotero
Animal TrainerGreg Tresan
Location CastingLisa Mae Fincannon  |  Craig Fincannon
Key Assistant Location ManagerSeth Zimmerman
"A" Camera Second AssistantMatthew Mcginn
Writers' Production AssistantAlex Brown (2)
Animal WranglerGreg Tresan
Key Rigging GripMike Pilcher
Produced ByTom Luse
VFX SupervisorVictor Scalise
Key GreenspersonDenette West
ClearancesLaura Sevier
C Camera 1st AssistantMatthew Mcginn
Key Rigging GafferGary Holmes
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