No. Title Directed by Writer Original Air Date
1 “Seed” Ernest Dickerson Glen Mazzara October 14, 2012
SeedAfter several months on the road, the group finds the prison, fights off walkers to get inside, and try to make the prison into a safe fortress. Lori, thinking Rick hates her and fearful for her unborn child, confides in Hershel. Elsewhere, Michonne tends to a feverish Andrea as they seek safer refuge. Rick’s group gets separated inside the prison. Hershel searches for Glenn and Maggie and gets bitten on the lower leg by a walker. In the prison cafeteria, Rick amputates the leg at the knee. Five prison survivors, trapped in the cafeteria and surviving on pantry food, hear the commotion and come to their location.
2 “Sick” Billy Gierhart Nichole Beattie October 21, 2012
BloodlettingAfter bringing an injured Hershel back to the group’s cell block, Rick updates the prisoners on the zombie apocalypse over the ten months the prisoners were locked in the cafeteria. The survivors eventually come to an agreement: Rick, Daryl and T-Dog will help clear a cell block for the prisoners to inhabit, in exchange for half of the prison’s food stores. While the prisoners hone their combat skills under the supervision of Rick’s group by taking out multiple walkers, a prisoner named “Big Tiny” is scratched by a walker. He says he is fine, and Rick seems inclined to let him live, but the prisoners’ leader, Tomas, brutally kills him on the spot. After Tomas sets Rick up to die in the next fight with walkers, Rick kills Tomas. Another prisoner, Andrew, attempts to retaliate but finds himself outnumbered and flees into a walker-infested prison yard where Rick leaves him to his fate. Rick, Daryl and T-Dog leave the remaining prisoners, Axel and Oscar, in the promised cell block, and return to their group, where Hershel, who had a brush with death while being watched over by the others, awakens.
3 “Walk with Me” Guy Ferland Evan Reilly October 28, 2012
Walk With MeWhile investigating the crash of a military helicopter, Andrea and Michonne are captured by survivors from Woodbury, a small barricaded town with 73 residents. Hospitality is provided to both women and Merle Dixon is revealed to be part of the group, having escaped from the rooftop by amputating his hand. The leader of the community, known only as the Governor, tries to win over the two women though Michonne remains wary. Meanwhile, the sole survivor of the crash, Welles, informs The Governor that he was scouting for a group of ten soldiers who survived their base being overrun. The Governor leads a team to track down Welles’ squad and kills them all for their vehicles, weapons and supplies which he brings back to Woodbury. In his residence that evening, unable to sleep, the Governor rests with a glass of whiskey in a private room watching three rows of aquariums filled with the animated heads of walkers. Among them are Michonne’s pets and Welles.
4 “Killer Within” Guy Ferland Sang Kyu Kim November 4, 2012
Walk With MeWhile the group is admiring Hershel’s determination to use crutches, they are surprised by a group of walkers moving through the prison compound, and the survivors are separated while fleeing for cover. Rick, Daryl and Glenn return from outside the fences to find that the gate was left open and chains were cut, and Rick immediately suspects Axel and Oscar. However, when more walkers are attracted by the prison alarms, they have to rely on the prisoners to help them quickly find and shut-down the generators. Rick is ambushed in the generator room by Andrew, who lured the walkers in from the other side of the prison. Oscar gets Rick’s gun and shoots Andrew, siding with Rick whose group he and Axel want to join. Meanwhile, T-Dog is bitten and sacrifices himself to save Carol, whose head wrap Daryl later finds and assumes she was also killed. Lori goes into labor but cannot deliver and insists that Maggie perform an emergency Caesarean section which she does not survive. When the group reunite, Rick collapses in mourning his wife’s death. And at Woodbury, Andrea grows closer to The Governor and puts off a planned departure indefinitely, despite Michonne’s increasing suspicions of the man.
5 “Say the Word” Greg Nicotero Angela Kang November 11, 2012

Say The WordMichonne breaks into the Governor’s house and overhears a conversation which leads her to discover a half-dozen captive walkers, which she slays. Andrea finally expresses that she can’t take another eight months on the outside in fear of her life, so Michonne leaves on her own. That night at a raucous gathering, Andrea is disturbed to witness that the toothless walkers are used for spectacle entertainment in staged fights to raise morale. Back at the prison, everyone is grieving their losses. Rick abandons his parental duties to kill walkers in a rage, so Daryl steps up as leader and takes Maggie on a scavenger run to obtain needed infant formula and supplies for the nameless newborn. They succeed, and Glenn, Axel and Oscar dig graves for Lori, Carol and T-Dog. The episode closes with Rick in the boiler room where Lori died, awakened from a daze by the ringing of an old rotary telephone, which he answers.
6 “Hounded” Dan Attias Scott M. Gimple November 18, 2012

HoundedRick talks to unknown survivors on the phone, but the voices are those of the dead, including Lori. He accepts her death and rejoins the group. Against all odds Daryl finds Carol, alive. At Woodbury, Andrea volunteers for sentry duty but jumps down from the wall to kill a walker; she confesses that she enjoyed the fights, and she and the Governor begin an affair. Merle and three other men hunt Michonne, but she ambushes them killing two immediately. Merle wounds her, and she runs off. Convinced Michonne is as good as dead, Merle wants to return to Woodbury, but his young companion wants to pursue her. They argue, and Merle kills the young man for disagreeing. Michonne flees to a nearby town where she sees Glenn and Maggie arrive for supplies, then Merle arrives and captures Glenn and Maggie and takes them to Woodbury, planning to interrogate them for the location of their group. Michonne makes her way to the prison and meets Rick.
7 “When the Dead Come Knocking” Dan Sackheim Frank Renzulli November 25, 2012

When the Dead Come KnockingRick rescues Michonne and brings her into the prison when she collapses while fighting walkers. After being interrogated by Rick and threatened by Daryl, Michonne tells the group how Glenn and Maggie were taken by the man who shot her and offers to get them inside Woodbury (failing to mention Merle or Andrea by name). Rick names his newborn daughter “Judith” on Carl’s suggestion. Meanwhile, at Woodbury, Merle interrogates Glenn for the location of his group. Despite being beaten and having a walker set loose on him, Glenn refuses to talk. The Governor threatens Maggie with rape, but she also refuses to talk. However, when he threatens to kill Glenn in front of Maggie, she finally breaks and tells them about the prison and their group. The paranoid Governor tells Merle and Caesar to lead a group to scout the prison, inside the dangerous Red Zone. Also, Andrea assists Milton with an experiment to test if walkers can retain any of their past memories. After evading a large group of walkers, Rick, Daryl, Oscar and Michonne finally reach the walls of Woodbury.
8 “Made to Suffer” Billy Gierhart Robert Kirkman December 2, 2012

Made to SufferRick, Daryl, Michonne and Oscar invade Woodbury and successfully rescue Glenn and Maggie, though in a desperate gun battle Oscar is killed and Daryl is left behind. During this, Michonne sneaks away to the Governor’s quarters where she kills his infected daughter and leaves the Governor with a severe eye injury. Following a tense stand-off with Andrea, who was trying to defend Woodbury, Michonne makes her way back to Rick’s group outside. Five survivors (one of them bitten) led by Tyreese find their way to the prison, where Carl offers them food and shelter. Holding a meeting at the arena, the Governor declares that Woodbury was attacked by terrorists and gives the bloodthirsty people a traitor, accusing Merle of aiding the enemy and revealing that the attacker they captured is his brother Daryl. Both men are pushed forward in the arena and the crowd chant for them to be killed while Andrea, not having seen Daryl in months, watches shocked and confused.
9 “The Suicide King” Lesli Linka Glatter Evan Reilly February 10, 2013

The Suicide KingRick and Maggie return to Woodbury to help rescue Daryl. Merle is also rescued, to the group’s dismay. On the way back to the prison, tensions mount when Glenn and Michonne discover Merle returning with them and they refuse to take Merle back to the prison. Daryl refuses to leave Merle again, and as a result breaks away from Rick’s group, even after Rick pleads with him to stay. Rick questions Michonne, who refuses to communicate, thus angering Rick, who threatens to turn her out on her own once they’ve patched up her wounds. Back at Woodbury, chaos erupts when all the residents become frightened and attempt to leave through the compound’s front gate. Martinez and other security enforcers block residents from leaving and threaten them at gunpoint. Amid the tension and mass confusion, one resident is bitten by walkers who sneaked in the breach Merle made when he led Rick’s group out of the compound. Andrea defuses the situation and kills both stray walkers, leaving the bitten Woodbury resident pleading for help. As townspeople yell that someone should help the bitten resident, stoic Governor appears from his quarters, shoots the bitten member, and returns back inside without ever saying a word. Rick, Michonne, Glenn and Maggie finally return to the prison and are greeted by Carol and Carl. Tyreese pleads his case to stay, but Rick refuses. Hershel then pulls Rick aside, and respectfully persuades him to accept them into the prison. Rick appears to reconsider, but sees an apparition of Lori on the catwalk above. She is only visible to Rick, whose hallucination and angry, violent outbursts frighten the two groups. Tyreese’s group begins to scatter and Glenn urges them to leave.
10 “Home” Seith Mann Nichole Beattie February 17, 2013

The Suicide KingWith Woodbury trying to recover from the recent attacks and the Governor emotionally compromised due to the loss of his daughter, the Governor decides to cede leadership of Woodbury to Andrea. However, he privately confides to Milton that he does not fully trust her and leaves the town without informing her. After helping another group of survivors flee a group of walkers, Daryl and Merle begin to have second thoughts about leaving the prison. Meanwhile, at the prison, the situation is worsening as more walkers are entering from the front side of the prison, and are retaking areas that had been previously cleared. Rather than take charge of the situation, Rick wanders the outskirts of the prison following his hallucinations of Lori. Suddenly, the Governor and several of his men attack the prison, killing Axel and destroying the prison’s outer gates, allowing walkers to enter the outer yard. Despite losing a henchman in the ensuing firefight (killed by Maggie), the satisfied Governor retreats. Rick is cornered by the incoming walkers, but is saved by Daryl and Merle. All three look on as walkers wander the outer yard.
11 “I Ain’t a Judas” Greg Nicotero Angela Kang February 24, 2013

I Ain't a JudasAfter the first attack by the Governor on the prison, Rick and his group debate their course of action. In a private moment, while Rick is on watch, Carl confides to Rick that he feels Rick should step down from his leadership role until he recovers. In Woodbury, Andrea learns of the attack on the prison and confronts the Governor, who claims that he went to the prison to seek peace but was attacked. He begins to form the Woodbury Army from anyone in town who can shoot a gun, including young adolescents. Disturbed by this, Andrea asks the Governor for permission to visit the prison but he refuses to give her access to a vehicle. Undeterred, Andrea asks Milton for his help in escaping Woodbury; Milton refuses to participate and reports back to the Governor, who instructs him to help Andrea escape on foot. In the woods outside Woodbury, Andrea and Milton capture a walker and disable it as Michonne had done so that Andrea may use it as camouflage amongst the walkers on the way to the prison. As they do Tyreese’s group appears from the woods and, hearing that Milton is living in a protected town, ask for shelter. Milton takes them back to Woodbury as Andrea leaves to find the prison. Rick’s group opens the gate for Andrea and she is greeted with a mixture of suspicion and warmth. Andrea tries to persuade Rick and his group to make peace with the Governor but she is informed of the Governor’s aggression, and Michonne later reveals to Andrea that the Governor had sent Merle to kill her after she left Woodbury. Carol urges Andrea to end the conflict by returning to Woodbury, sleeping with the Governor to deter suspicion against her, then killing him while he sleeps. Meanwhile Hershel tries to connect with Merle and Merle in turn tries to make amends with Michonne. In Woodbury Tyreese’s group reveal that they have been in the prison and they agree to help the Governor in his war with Rick’s group. Rick gives Andrea a car so she can return, and begins to plan a strike on Woodbury with Michonne and Carl. Back in Woodbury, Andrea lies in bed with the Governor who is asleep, but cannot bring herself to kill him.
12 “Clear” Tricia Brock Scott M. Gimple March 3, 2013

I Ain't a JudasRick, Carl and Michonne travel back to King County, Georgia to gather weapons to combat the Governor. Along the way, they encounter a backpacker who begs them to stop, but they drive past without stopping. When they arrive at King County, the group is attacked by a masked man. Carl shoots the man, who turns out to be Morgan, the man who originally saved Rick. The group brings Morgan, who was wearing a bullet proof vest and simply rendered unconscious, to his house and raids his gun supply. Carl and Michonne go on a run, seemingly to acquire a crib for Judith. But first, they go to a cafe where a photograph of the Grimes family is on display. Carl and Michonne manage to fight through the walkers inside to retrieve the photograph. Meanwhile, Morgan wakes up and has an altercation with Rick, stabbing him in the shoulder. Rick manages to talk some sense into him and Morgan explains that his son, Duane, was bitten and infected by his turned wife, whom he had been reluctant to put down. Morgan explains that Rick told him to turn on his walkie talkie everyday at dawn, but Rick never turned it on. Rick invites Morgan to come back to the prison with the group, but Morgan refuses, not wanting to witness any more death. Michonne and Carl return with supplies and Carl tells Rick: Michonne “may be one of us”. As they drive back towards the prison, they pass the backpacker’s ravaged remains and his discarded backpack. They stop and take the backpack before moving on.
13 “Arrow on the Doorpost” David Boyd Ryan C Coleman March 10, 2013

I Ain't a JudasRick and The Governor meet face-to-face in a warehouse to negotiate their differences. While Andrea, Daryl, Hershel, Martinez, and Milton wait outside, Beth, Carl, Carol, Glenn, Maggie, Merle, and Michonne remain at the prison. After Daryl and Martinez bond over a walker-killing contest and then smoke a cigarette outside, and Milton and Hershel bond over similar interests, Andrea goes inside to try to encourage a detente between the Governor and Rick. Her attempt fails; both men ask her to leave. The Governor gives Rick a hard choice: surrender Michonne to him, or the Governor’s men will attack and kill everyone at the prison. The Governor gives Rick two days to think it over. Rick, Hershel and Daryl make their way back to the prison, while Andrea decides to stay with the Governor. Rick – who assumes the Governor will kill them whether they hand over Michonne or not – does not tell the group the choice he was given; instead he tells them they are going to war, and the Governor wants them dead. Back at Woodbury, The Governor reveals his plan to kill the entire group excepting Michonne. Rick confides the Governor’s offer, privately, to Hershel, who says Michonne has earned her place in the group, and asks why Rick is telling him this. Rick replies, “I was hoping you would talk me out of it”.
14 “Prey” Stafan Schwartz Evan Reilly & Glen Mazzara March 17, 2013

PreyIn Woodbury, Andrea begins to become suspicious that the Governor has no intention to make peace with Rick. Milton finally reveals the Governor’s plans to her, but stops her trying to assassinate the Governor. With no other choice, Andrea decides to leave Woodbury to warn Rick and the others, telling Tyreese that the Governor cannot be trusted before leaving. Upon finding out about Andrea’s departure, the Governor immediately leaves to track her down. Meanwhile, Tyreese and Allen get into a fight, with Allen believing Tyreese’s suspicions about the Governor’s motives risk getting them thrown out of Woodbury. Andrea finally manages to reach the prison, but is captured by the Governor before she can reach it. When the Governor returns, he learns that somebody had burned all of the walkers Woodbury had been keeping as weapons. After ruling out Tyreese, the Governor begins to suspect Milton was responsible. Meanwhile, Andrea is revealed to be tied up in the Governor’s secret torture chamber.
15 “This Sorrowful Life” Greg Nicotero Scott M. Gimple March 24, 2013

This Sorrowful LifeMerle is asked by Rick to help capture Michonne and deliver her to The Governor. Correctly predicting that Rick won’t have the stomach to carry out his decision, Merle captures Michonne and sneaks her out himself. On the way to Woodbury, Merle and Michonne discuss their situation. Michonne convinces Merle to release her. Merle leads a parade of walkers to the meeting place. As the walkers draw fire from Martinez’s ambush party. Merle snipes them. Merle is attacked by a walker and then captured by Martinez’s men. Merle is attacked by The Governor, who bites off two of his fingers and then shoots him. Meanwhile, Glenn and Maggie become engaged to be married. Rick confesses to the group, giving up sole leadership and saying they will have to vote on leaving the prison or stay and fight. Rick notices Michonne returning unharmed. Darryl arrives at the meeting place, where he finds Merle reanimated as a walker and kills him.
16 “Welcome to the Tombs” Ernest Dickerson Glen Mazzars March 31, 2013

Welcome to the TombsThe Governor stabs Milton and leaves him to die and reanimate locked in a room with Andrea. He then leads an assault on the prison, but Rick’s group stages an ambush and repels the attack. When the surviving members of the Woodbury army express a desire to return to Woodbury and leave the prison group alone, the Governor shoots most of them dead. Rick, Darryl and Michonne arrive at Woodbury and are allowed in by Tyreese and Sasha, who remained behind during the attack. They find Andrea, who killed the zombified Milton but was bitten herself. Andrea shoots herself in the head with Michonne by her side. Rick’s group returns to the prison along with the residents of Woodbury who stayed behind, while the Governor remains at large.