Voice on radio: Meanwhile inland, Atlanta has been downgraded temporarily to an E with attacks and riots being reported in all precincts. Citizens are currently advised to stay in their homes or move towards the cities of Charlotte, Atlanta and Orlando. If citizens choose to stay in their homes, they are urged to be near their radios and await further instructions. Moving to the city of Charlotte, Orlando may become necessary in order to ensure the safety of all citizens . . .
Katjaa: I cut them off, I said Oh
Duck: Oh man, Clementine! It was so awesome . . .
Lee: Hey, Glenn.
Voice on radio: With uncountable severe emergencies in all counties. Georgia cities in their current level of disaster are as follows, Atlanta, stage nine catastrophe, Augusta, stage eight . . .
Glenn: I think I need to go.
Lee: To Atlanta?
Glenn: Yeah, I got friends there, and I just can't stay here knowing that they could be trapped in that city.
Lee: It sounds like nobody knows what's happening there. When we left a few days ago, it could have gone either way.
Glenn: I got to take my chances.
Lee: You've got to do what you've got to do.
Glenn: And I've got to do this.
Lee: I respect that.
Glenn: You guys be safe.
Lee: We'll try. Hey, Ken.
Ken: Close call back there.
Lee: Thanks for picking me up.
Ken: No problem. We have to take care of each other.
Lee: Yeah, we do.
Ken: Hey, about Clementine.
Ken: Earlier I said there was some stuff out there that might screw up a precious little girl like her.
Lee: You did.
Ken: Well I still think that's true. But after what I saw today, I think between you taking care of her and her taking care of herself, you two are going to be just fine.
Lee: Thanks, Kenny.
Ken: You got it.
Lee: How are you doing, Carley?
Carley: I'm okay, you know, considering.
Lee: I do, yeah.
Carley: I can't stop thinking about Doug. We couldn't have saved him, could we?
Lee: I don't think so. It happened pretty fast.
Carley: I know it's stupid, we'd just met. And he was such a . . . it's just that . . . I think that I liked him.
Lee: Well I'm sure he liked you too.
Carley: Huh, he better have. Anyway, I'd rather be alone, I think.
Lee: I understand.
Carley: Wait, Lee?
Lee: What is it?
Carley: How did you choose? We both needed you, you picked me.
Lee: I was going to help you both.
Carley: But you helped me first.
Lee: Yeah, I did.
Carley: I just wish we both could've made it, you know.
Lee: Me too, Carley.
Duck: Pow, pow, pow . . . and that super dinosaur was toast. But you know what? He wasn't. Oh, and then?
Lee: Hey Duck, you want to cool it for a minute?
Duck: Okay, sorry.
Lee: I'm sorry, there's not a lot of kids here.
Clementine: No, it's not that. It's . . . I got grabbed again.
Lee: I was there though.
Clementine: I fell and my walkie-talkie broke. Glenn had the other one.
Lee: Aww, I'm sorry.
Clementine: Thanks. I know I need to be tough. I'm just sad. I know it doesn't make any sense but it's how I used to talk to my mom and dad and now they're gone. It's gone.
Lee: Maybe we can find you another one.
Clementine: I'll just keep this one, I guess.
Larry: Lee, come here for a second.
Lee: Let me go deal with this.
Duck: Oh man, Clementine, another thing. It was so awesome . . .
Lee: What do you want?
Larry: You like my daughter?
Lee: She's fine.
Larry: Fine, huh. Well just fuck you Lee Everett. That's right. I know who you are and I know you're a killer, and you go near my daughter or step out of line once, and so will everyone else.
Lee: I know who you are.
Larry: And I don't give a shit about what happens to you but if anything happens to my daughter or that little girl you've got with you, you watch your ass.
Lilly: Hey, Lee. Do you have a second? My dad would be dead if it weren't for you.
Lee: That guy, Doug, is dead because of me.
Lilly: You can't be like that. You're only one man.
Lee: I don't know.
Lilly: We're lucky to have you.
Ken: I hope that's the sound of us winning this thing.
Lilly: Me too.
Ken: This motor inn's pretty damn defendable. We block off the entrances with some cars, keep someone on watch, we could stay here until the military rolls through.
Lilly: I actually agree with that plan.
Lee: Me too.
Ken: We've got beds, we've got water and most importantly, we've got light. There are worse places to call home.
Lilly: Yeah, you're right. You know guys, I think it's going to be okay.
Lee: I thought we'd be fine if we survived the walkers. Never expected they'd starve us out.
Carley: I want you to have this, okay? In case you or Clemetine starts feeling weak.
Lee: You don't owe me anything, Carley. How are you doing Clementine?
Clementine: I'm really hungry, Lee.
Ken: We got to get food, Lee. Soon.
Andrew: Howdy, I'm Andrew St.John. We're from the St. John Dairy.
Lee: It's beautiful.
Katjaa: I never did thank you for saving Duck from the walkers back at Hershel's farm.
Ken: Something's coming, Lee. There's going to be a war.
Lee: The walkers don't worry me as much as the bandits.
Bandit: You fucked with us. Now we're going to take what we want.
There's too many of them.
Lilly: You've never liked my dad. Even back at the drug store when everyone thought Kenny's kid was bit you went out of your way to side against him.
Carley: This isn't happening. No more please, no more please! Please!