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Starved for Help begins three months after the conclusion of the first episode. The situation has gotten even more dire for the group of survivors. The food is gone. The electricity is gone. The tensions in the group are rising, and there is no end in sight. The episode opens with Lee out in the woods attempting to hunt for some food. Along the way he hears someone screaming and runs to investigate. He finds a group of people in desperate need of help; David Parker, is caught in a bear trap, two teenagers struggling to get him out and a group of walkers closing in fast. Kenny arrives, and everyone frantically tries to decide what to do next. After checking the bear trap itself and finding out that it is been tampered with to not have a release latch, Lee takes the axe he has with him and tries to make a quick decision.

In one choice, after taking a couple of hacks at the chain, he realizes he will not be able to make it through the trap in time and tries to fall back on hacking off the leg; but at that point the walkers are getting too close, and the group decides that they have to bail before the situation spirals even more out of control. As they try to make their escape one of the teens that was with the man in the trap, Travis, tries to go for one of the hunting rifles. In the ensuing scuffle he takes a shot to the stomach. The group carries the wounded kid back to their camp and are forced to leave the trapped man for the walkers. In another version, you can choose to chop the man's leg off, he becomes unconscious, and you take him with you. During that, one teenager comes with you, and the other is surprised by a walker, and dies by the decision.

Back at the motor inn, the group is upset to see that Lee has brought back even more mouths to feed. Lilly, who seems to have become the de-facto leader of the group, has already been pushed to her limits trying to ration out what little food remains and snaps at Lee for bringing back the two survivors. She gives Lee the day's rations and leaves it up to him to decide who to give them to.

Lee has been given four pieces of food to distribute out to nine people. At this point it is up to the player to decide if he wants to continue building relationships with characters that are already friendly to him or to mend bridges with hostile characters. After Lee has distributed three of the pieces of food, there is yet another decision to make. Does Lee keep one for himself to stay strong at the risk of appearing selfish to the group, or does he take a personal risk and give it to someone else?

Lee talks to many of the group, giving his axe to either Larry or Mark to help build the wall and fortify their position at the Travelier Motel. After, Lee helps Katjaa with the wounded, and asks Clementine about her hat which she had lost; later on he agrees to help find her hat.

After deciding where all the food is going to end up, Lee focuses on the injured person, who is being tended to by Kennys wife, Katjaa. She tells Lee that she has done all she can but he has passed away. Just as Lee begins to say that it is a shame but at least there is one less person to worry about, the man reanimates and takes a lunge at Lee. After a short struggle Larry, Mark, or Carley dispatches the newly reanimated zombie.

The group turns to Ben, the other surviving teenager, and asks him why he did not let anyone know that his friend had been bitten. Ben insists that he was not bitten and realizes that the new group does not know the truth behind how humans are turned into walkers, everyone is already infected; a bite isnt required to turn.

Shortly after this realization, two other survivors, brothers Andrew and Danny St. John, arrive looking for gasoline. They tell the group that they own a dairy farm, and are willing to trade food for gas to keep their generators running. Mark, Doug/Carley, Ben, and Lee decide to bring some gas with them to check out the farm. Along the way the motel group and St. John brothers see and hide from a couple of bandits. The bandits argue and yell at one another over food, till one pulls out his weapon and shoots, killing the other bandit. The bandit still standing walks away from the corpse, and the group comes out of hiding and keeps moving to the farm.

At the dairy farm the group meets Andrew and Danny's mother, Brenda St. John. She welcomes the group and gives them a basket of biscuits. When hearing Brenda say the St. John's last cow isn't doing to well, Mark says that they have a veterinarian within the group, and that everyone is extremely hungry. Brenda says they should bring the whole group over to the farm and have a big dinner. The group agrees and sends Doug/Carley and Ben to get the others, with the basket of food.

Andrew asks for Mark and Lee to clear the electric fence, that surrounds the farm, of walkers, who have fused in with the fence, while he fills the generators that power the fence with fuel. Mark and Lee walk along the fence pushing, and in some causes, chopping, the dead off of the barbwire. They then stumble along a couple of post that are knocked down. Mark and Lee hop over the fence, and set the posts back up. At that moment the fence turns on, leaving the two survivors outside of the farm. A moment later Mark is struck in the shoulder by a crossbow bolt.

Bandits, who claim to have been cheated of food, open fire with their crossbows, while Mark and Lee hide behind a tractor. Lee gets it to move and the two use it as mobile cover, till they reach the gate. They run for the farmhouse, and the bandits back off. Lee talks to Andrew about the bandits while Brenda takes Mark inside to patch him up. The motel group arrives and sees the mess, and Lilly believes the farm is unsafe. Andrew states that the bandits and St. John's had a deal, and that as long as they provided food, the bandits would leave the farm alone. He says that the bandits have just broke the truce, and that Lee and Danny should try and find were the bandits are sleeping.

Lee and Danny make their way into the woods, and after a short while, find a small camp. Danny checks the only tent while Lee checks the supply's. Lee finds all the boxes empty, and tells Danny some are from the farm. Danny says the bandits probably stole them. A few moments later Lee find a Video Recorder, which Danny tells Lee to let him see it. Lee states that the batteries are dead and not to worry about it. Lee then checks the tent, in which he finds two sleeping bags, one kid sized, inside the tent. He then finds Clementine's hat, as a bandit, by the name of Jolene, has snuck into the camp. She tells the two men to drop their weapons, or she will shoot.

Jolene then dies regardless whether Lee chooses to kill her or not. Once arriving back at the dairy, Danny tells Brenda that nothing happened. Kenny and Lilly begin to fight about something, unknown to Lee. Lee then talks to Lilly and she exclaims that Kenny was suspicious of a room in the barn. Lilly thinks that they should just take their dinner and then leave. Lee then enters the barn door to find Katjaa, Duck, Andrew, and Clementine around the farm's cow. Lee gives Clementine her hat back, asking her if anybody suspicious was around the motor inn. Clementine then denies this and says that Lee would make a good dad someday, thanking him for bringing him her hat. Upon inspection of the locked door in the barn, Kenny arrives and says that he thinks something is up on the other side of the door. Lee and Kenny both agree to find out a way to open the barn door, noticing that a screwdriver is needed to pry the door open.

Andrew notices this and exclaims to the two to not mess around with the door. Thinking that he needs to be distracted, Lee picks up a multi-tool from a toolbox and shuts off the generator. Andrew comes out of the barn, not knowing what happened, and tries to fix it. Upon arriving inside the barn with the multi-tool, the dinner bell rings. Everybody rushes to the farmhouse. Kenny exclaims that he will make an excuse for him if he can see what the other side of the barn door holds.

Upon prying open the barn door, Lee is shocked. The entire room is filled with blood and torture devices. Andrew snakes up on Lee and exclaims that the devices were used to skin animals. Hungry, Lee refuses to argue and the two head to the house for dinner. Upon arriving inside the house, Andrew exclaims that a lone walker climbed upstairs and nobody should go up there. With everybody at the dinner table waiting, Lee asks where the bathroom is. Brenda exclaims that it is down the hall.

Lee goes upstairs and finds many unusual items, such as numerous amounts of morphine and blood. He turns on a power switch, which lights up a room connected to the bedroom. The room is blocked by a set of bookshelves. He moves it and opens the door. To his shock, he finds Mark with his legs cut off and blood on his entire body. Lee asks Mark what happened and Mark weakly replies that the brothers skinned his legs and that is what they are having for dinner. Lee rushes down into the dinner room, and sees everybody about to eat. Lee yells at Clementine to not take a single bite, much to the others confusion. Lee exclaims that the farm is a human slaughterhouse and that Mark is upstairs, legless. Not denying it, Brenda claims that while growing up in rural Georgia, they were taught to not waste a thing. Danny exclaims that everyone would have died anyway. Lee tells Clementine to run, but Andrew grabs her. At this moment, Mark falls off the stairs and crawls all the way to the dinner table. Danny then hits Lee with the butt of his rifle, causing him to black out.

Lee awakens inside of a meat locker, with everyone except Duck and Katjaa. He asks Larry, who is pounding on the locked door, to calm down. Larry threatens to tell everyone who Lee really is, so Lee backs down. While trying to find a way out of the room, Larry seems to have had a heart attack over all the stress the situation has brought.

Lilly runs over and tries to revive her father, while Kenny believes that Larry is already dead, and in a moment, may return as walker. At this point Lee must choose to ether help bring Larry back to life, or to help kill him for the groups safety. In the end, Kenny brings a salt lick over and crushes Larry's skull in. Depending on Lee's actions Lilly or Kenny will back him up. Kenny states that they need to hurry and get out of the room to save his wife and kid, and Lilly says he only cares for his family, and none of the others.

Lee, using coins from Larry's pocket, unscrews the air conditioner in the room, and sends Clementine through the vent. A few moments later she opens the door. Kenny and Lee leave while Clementine stays with Lilly who is still distraught over her dads death. Lee grabs a weapon from the skinning room, and they attempt to sneak up on Danny, who is guarding the barn. Andrew comes over and talks to Danny, so Lee and Kenny hide in a stall. Andrew tells Danny to bring all but one in to butcher and package as meat. Andrew leaves, and Danny pulls out a bear trap, that looks similar to the one David was stuck in, and places it in front of the barn door.

When Lee peeks his head out to look, he finds himself staring down the barrel of Danny's rifle. Lee grabs it and moves it to the side, just as Danny shoots. Lee hits Danny once with his weapon, and Kenny/Lilly then stabs him. Danny backs up and gets caught in his own bear trap. Lee grabs a pitchfork, and Danny tells him not to kill him, but keep him alive so they can eat him. Lee can choose to drive the pitchfork into a bale of hay, or into Danny's chest.

Kenny runs out and try to find his wife and kid, and Lee will run into Doug/Carley and Ben. Lee tells them the situation and says they should sneak around the back of the house while Lee takes the front. He then enters the house, and finds Brenda holding Katjaa hostage. He asks her questions, why it came to eating other human being to survive, what would her husband think, and she backs up. Lee keeps walking slowly to her, seeing Mark, now a lurker, upstairs, struggling with the railing. Brenda ends up walking back into Marks outstretched arms, in which he pulls her towards him and takes a bite. Katjaa and Lee run outside to find Kenny, who is yelling at Andrew, who is holding Duck hostage. Kenny makes a move, and is rewarded with a bullet in the side of his stomach. Doug/Carley distracts Andrew for a second, and he accidentally lets Duck go.

Lee rushes in and grabs for the gun. They fight, and in the end Andrew is dragging Lee towards the electric fence. just as Lee is about to killed, Lilly shoots Andrew in the shoulder, and Lee hops on top of him and beats his face in. Lee gets up and starts walking away, but Andrew tells him that he was nothing, and that his family was doing what they had to do to survive. He then tells Lee to finish him, which is Lee's choice.

After the decision to keep Andrew alive or not, the farm gets overrun with walkers. Lee and the group decide to head back to the motor inn. On the way back, everyone is mainly quiet after the onslaught of things that happened back at the farm. Doug/Carley explains to Lee that they should have been there sooner, to which Lee agrees. Kenny wants a word in private with Lee. Based on the decision to help Kenny kill Larry or not, Kenny's relationship with Lee either grows stronger, and wants Lee and Clementine to come to the coast with his family, or his relationship with Lee grows weaker, with him saying that they should stay out of each others way for a while. Clementine asks Lee if what he did was right back at the dairy, to which Lee assures her.

Duck then hears a noise. Everyone creeps up on the noise, to which they find an abandoned car. The car is full of food and supplies, to everyone's amazement. Clementine and Lilly agree that the food is not theirs. Lee then agrees with their decision or not, which effects his relationship with Clementine. Katjaa finds a red hoodie in the car that looks to be Clementine's size. She declines to wear it.

Doug/Carley finds batteries in the glove compartment and gives them to Lee to use with the camcorder. To their shock, the camcorder shows a video of Jolene filming the group's stay in the motor inn, particularly focusing on Clementine, saying that she needs a mother to look after. It is assumed for this reason why she took Clementine's hat. Jolene then says that the real danger in this new world is the humans, not the walkers, stating that as long as they get food from the dairy (which is now overrun with Walkers) Clemintine will be safe. The bandits then find Jolene. It is assumed that the bandits were rapists, according to Jolene. The camera then blacks out, ending the episode.
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