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Rick goes off the grid, in search of answers to a personal question. Glenn takes a leadership role on the fate of those at the prison. The Governor plans his retaliation. Daryl and Merle fall into old habits and question their bond.

Episode Info  

Episode number: 3x10
Airdate: Sunday February 17th, 2013

Director: Seith Mann
Writer: Nichole Beattie

Alternate Airdates:

UK (FOX) Feb 22, 2013

Guest Stars
Melissa McBrideMelissa McBride
As Carol Peletier (Survivor at the Prison)
Emily KinneyEmily Kinney
As Beth Greene (Hershel's Daughter)
Lew TempleLew Temple
As Axel (Prison Inmate)
Dallas RobertsDallas Roberts
As Milton Mamet (Woodbury Resident, Researcher for The Governor)
Jose Pablo CantilloJose Pablo Cantillo
As Caesar Martinez (Woodbury Army Member)
Melissa PonzioMelissa Ponzio
As Karen (Woodbury Resident)
Scott WilsonScott Wilson
As Hershel Greene (Father of Maggie and Beth)

Co-Guest Stars
Travis LoveTravis Love
As Bowman (Woodbury Army Member)
Andy GlenAndy Glen
As Mexican Boy (member of family on bridge)
Karenlie RidderingKarenlie Riddering
As Mexican Woman (member of family on bridge)
Al VicenteAl Vicente
As Mexican Man (member of family on bridge)

Dango NguyenDango Nguyen
As Guard
Demetrice JacksonDemetrice Jackson
As Walker
Don TeemsDon Teems
As Walker
Pj McDonnellPj McDonnell
As Walker
Scott CarnwathScott Carnwath
As Walker
As Mother (scene deleted)
Lindley MayerLindley Mayer
As Walker
Victor WaddellVictor Waddell
As Julian (scene deleted)
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
Sarah Wayne CalliesSarah Wayne Callies
As Lori Grimes


The episode begins and Rick is slowly losing it. Rick surveys the prison yard with binoculars and, once again, sees his dead wife in a fancy, white dress. He approaches her and she disappears. Lori reappears outside the prison gates so Rick follows. Finally, they meet and she caresses his face. Michonne watches Rick interact with nobody. She frowns. The Governor in the meantime meets Andrea. He commends Andrea on the pacifying speech she gave to the people of the town last week when they were about to revolt against his leadership. The Governor tells Andrea that he won’t be retaliating against Rick and the people at the prison, but that he will be abdicating power for a little while and handing over leadership of the town to Andrea. ..

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Episode Notes
Ratings: 11.05 Million Viewers

Trivia: To create the illusion of Hershel having only one leg, actor Scott Wilson must wear a green sock and walk on crutches.

Location: The scenes shot on the bridge with Merle and Daryl were filmed at the Line Creek Bridge in Griffen, GA.

Episode Quotes
Beth: Why are we so sure he is going to attack? Maybe you scared him off?
Michonne: He had fish tanks full of heads. Walkers and human...trophies. He's coming.

Hershel: You know I wouldn't have hobbled all the way down here if it wasn't important. Are you coming back soon? Glenn's on a warpath. Smart as he is, he can't fill your boots. I'm afraid he's reckless. We need you now more than ever.
Rick: Well, If you're so worried about him, you lead.
Hershel: What are you doing out here?
Rick: I've- I've been- I've got...stuff out here. Stuff.

The Governor: That was...um...quite a speech you gave. It was exactly what these people needed to hear.
Andrea: What about the prison?
The Governor: As long as they leave us along we have no problem.
Andrea: So, no retaliation?
The Governor: No. What would that get us?
Andrea: I need to go see them.
The Governor: I thought this place would be something else, you know? Something better. I always leapt to the challenge, and I screwed it up. I've done some terrible things. I'm not fit to lead these people, but you are.

Daryl: There ain't nothing out here but mosquitoes and ants.
Merle: Patience, little brother. Sooner or later a squirrel is bound to scurry across your path.
Daryl: Even so, that ain't much food.
Merle: More than nothing.

Glenn: Where have you been? We need to find out how the walkers are getting into the tombs. Are we going to talk about this? Maggie, you need to talk about it.
Maggie: I do, or you do?
Glenn: What does that mean?
Maggie: What do you want me to say? You want me to say he made me get naked and stand in front of him? He came up behind me, pushed himself against me, put his hands all over me. Slammed my head down and bent me over a table.
Glenn: Did he...
Maggie: Rape me? No. No. Do you feel better?

Hershel: Is there anything I can help you with?
Rick: I saw something. Lori. I saw Lori...I'm seeing Lori. I'm...look, I know it's not really her, but there's got to be a reason it's...it's got to mean something. You know?
Hershel: Was it her on the phone?
Rick: Yeah, Shane too. In the town.
Hershel: You see them now?
Rick: (Rick shakes his head no)
Hershel: You're looking for them.
Rick: No, I'm waiting.
Hershel: For What?
Rick: I don't know, something. There's an answer. I know it doesn't make sense. Well it does, it can make sense. I mean, I think it can. In time it will...make sense.
Hershel: Rick, come on in. You need rest. It's not safe out here.
Rick: I can't, I can't...

Episode Goofs

When Daryl uses the trunk of a car to kill a walker his hands are covered in blood. In the very next shot his hands are suddenly clean.


The knife that Daryl uses to kill a walker on the bridge disappears. He pulls it out of the walkers head, but when he kicks the walker over the side of the bridge, it is gone. A moment later he is holding an arrow in that hand instead.


When Merle rips Daryl's shirt in the back, a tattoo on his upper right shoulder is revealed. Moments later, when Daryl is putting on his back pack, the tattoo is suddenly on his left shoulder.


The walker that The Governor shoots outside the prison shows up a second time when Rick gets saved by Merle while be attacked by walkers.

Cultural References
The Charlie Daniels Band: When Merle is arguing with Daryl he says "I'll bet you a penny and a fiddle of gold that you never told them we were planning on robbing that camp blind."

The phrase "I bet you a fiddle of gold" comes from the song 'Devil Went Down To Georgia' by The Charlie Daniels Band.

Episode References
Season 3, Episode 9: Daryl decided to leave the group and travel with Merle in 3x09 "The Suicide King" after Rick refused to let Merle come to the prison.

Season 3, Episode 9: Rick forced Tyreese and his group of people to leave the prison at the end of 3x09 "The Suicide King" after he began to hallucinate about Lori.

Season 3, Episode 8: The Governor has decided to make an attack on the prison. In 3x08 "Made to Suffer" Rick and some of his group attacked Woodbury so that they could get back Glenn and Maggie.

Other Episode Crew

DeveloperFrank Darabont
Executive ProducerGail Anne Hurd  |  Robert Kirkman  |  David Alpert  |  Glen Mazzara
Co-Executive ProducerEvan Reilly  |  Denise Huth  |  Gregory Nicotero
Supervising ProducerScott M. Gimple
ProducerNichole Beattie  |  Paul Gadd  |  Sang Kyu Kim  |  Angela Kang
Co-ProducerJolly Dale
Associate ProducerKenneth Requa
Production DesignerGrace Walker
EditorHunter M. Via
CastingSherry Thomas  |  Sharon Bialy
Unit Production ManagerTom Luse
First Assistant DirectorJeffrey F. January
Second Assistant DirectorVincent G. Gonzales
MusicBear McCreary
Music EditorMichael Baber
Costume DesignerEulyn Womble
Key GripEddie Evans
Set DecoratorKristen Walker
Location ManagerMike Riley
Property MasterJohn Sanders
Construction CoordinatorJohn Fore
Production Sound MixerMichael P. Clark
Script CoordinatorSteve Sharlet
Assistant EditorEvan Fisher
Supervising Sound EditorJerry Ross
Re-Recording MixerGary D. Rogers  |  Dan Hiland
GafferRick Crank
Director of PhotographyRohn Schmidt
Production SupervisorCaleb Womble
Art DirectorDoug Fick
Post Production CoordinatorMichelle Trujillo McKibben
Based On The Works OfRobert Kirkman  |  Charlie Adlard  |  Tony Moore (2)
Key Makeup ArtistDonna M. Premick
Casting AssociateGohar Gazazyan
Key HairstylistTaylor Knight
Production Office CoordinatorMandy McCowan
Special Effects CoordinatorDarrell Pritchett
Sound Effects EditorTim Farrell
Makeup ArtistCaley Brooks  |  Andy Schoneberg  |  Jake Garber  |  Garrett Immel  |  Mark Ross  |  Kevin Wasner
Best Boy GripTom Barrett
Special Effects Make-upGregory Nicotero  |  Howard Berger
Location CastingCraig Fincannon  |  Lisa Mae Fincannon
"C" Camera OperatorDavid Daniels
Set MedicTasha Wdowin
Writers' AssistantAlex White
Best Boy ElectricSteve Sudge
Produced ByTom Luse
VFX SupervisorVictor Scalise
ClearancesLaura Sevier
C Camera 1st AssistantMatthew Mcginn
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