[Rick tells Tomas that shit happens]
Tomas: [about the Walker that Tomas intentionally threw at him] He was coming at me, bro.
Rick Grimes: Yeah, yeah, I get it. I get it. Shit happens.
[as both Rick and Tomas stare down each other, when Rick raises his machete and swings it into Tomas' skull]
[Rick chases Andrew out into a courtyard filled with Walkers]
Andrew: [Andrew turns back to the gate] Let me back in, man. Let me back in! Open up, man! Open up!
Rick Grimes: You better run.
[Rick tells the prison inmate Tomas that his group spilled blood to take the prison]
Rick Grimes: We took it, set you free. It's ours. We spilled blood.
[Carl returns back with supplies after finding the prison infirmary by himself]
Lori Grimes: You went by yourself?
Carl Grimes: Yeah.
Lori Grimes: Are you crazy?
Carl Grimes: No big deal, I killed two Walkers.
Lori Grimes: [Lori looks to the unconscious Hershel] You... all right, do you see this? This was with the whole group.
Carl Grimes: We needed supplies, so I got them.
Lori Grimes: I appreciate that, but...
Carl Grimes: [Carl shouts] Then get off my back!
Beth Greene: [Beth shouts at Carl] Carl! She's your mother. You can't talk to her like that!
Lori Grimes: Listen... I think it's great that you want to help...
[as Carl walks away]
Lori Grimes: [Rick tells Lori that the group is grateful for her saving Hershel's life] I thought maybe you were coming here to talk about us. Maybe there's nothing to talk about anymore.
Rick Grimes: [Rick reaches to put his hand on Lori's shoulder while keeping his distance] We're awful grateful for what you did.
[as Rick walks away Lori starts to cry, lowering her cheek to her shoulder]
[Lori tells Rick to do whatever he has to do to keep their group safe]
Lori Grimes: Look, I know that I'm a shitty wife, and I'm not winning any Mother of the Year awards, but I need you to know... that not for one second do I think there is malice in your heart. You're not a killer, and I know that. I know that, so... so do whatever you gotta do to keep this group safe. And do it with a clear conscience.
[Lori asks Carol if she looks worried]
Carol Peletier: You've gotta be worried sick about delivering the baby.
Lori Grimes: Look at me. Do I look worried?
Carol Peletier: You look disgusting.
Lori Grimes: [as Lori chuckles] So do you.
[Rick holds his gun to Axel and Oscar's forehead questioning on whether or not they were on Tomas' side]
Axel: [Rick holds his gun at Axel's head] You saw what he did to Tiny! He was my friend. Please, we ain't like that. I like my pharmaceuticals, but I'm no killer. Oscar here, he's a B and E and he ain't very good at it neither. We ain't the violent kind, they were! Please, I swear to god! I wanna live!
Rick Grimes: What about you?
Oscar: [Rick holds his gun at Oscar's head] I ain't never pleaded for my life. And I ain't about to start now. So you do what you gotta do.
[Rick tells Glenn to not leave Hershel's side while he's unconscious]
Rick Grimes: Do not leave his side! If he dies, you need to be there for that. You think you can do this? Maggie will be there.
Glenn Rhee: I got it.
Rick Grimes: I can bring T in...
Glenn Rhee: I got it.
Rick Grimes: Good.
Daryl Dixon: [Daryl aims his Crossbow at the prison inmate Tomas] Who the hell are you?
Tomas: Who the hell are you?
[the inmates wonder who Rick's group is]
Tomas: Who the hell are you people, anyway?
Axel: Don't look like no rescue team!
Rick Grimes: If a rescue team's what you're waiting for, don't!
[the inmates enter the cell block with Rick's group]
Daryl Dixon: [Daryl holds his crossbow aimed at the inmates] Today's your lucky day, fellas. You've been pardoned by the state of Georgia. You're free to go.
Tomas: What you got going on in there?
Daryl Dixon: Ain't none of your concern.
Tomas: [Thomas reaches for the pistol in his pants] Don't be telling me what's my concern.
[Daryl suggests to the inmates that they go outside and find out what's out there]
Tomas: Group of civilians breaking in to a prison you've got no business being in... got me thinking there ain't no place for us to go.
Daryl Dixon: [Daryl keeps his Crossbow aimed at Tomas] Why don't you go find out?
[Rick asks the inmates how long were they in that cafeteria]
Tomas: [about Hershel] You guys rob a bank or something? Why don't you take him to a hospital?
Rick Grimes: [Rick pauses] How long have you been locked in that cafeteria?
Tomas: Going on like ten months.
Big Tiny: A riot broke out. Never seen anything like it.
Axel: Attica on speed, man.
Andrew: Ever heard about dudes going cannibal, dying, coming back to life? Crazy.
[Rick tells the inmates nothing is left in the world]
Rick Grimes: There is no army.
Tomas: What do you mean?
Rick Grimes: There's no government, no hospitals, no police. It's all gone.
Axel: For real?
Rick Grimes: Serious.
Oscar: What about my moms? My kids. And my old lady? Yo, you got a cell phone or something that we can call our families?
Daryl Dixon: You just don't get it, do you?
Rick Grimes: No phones, no computers. As far as we can see, at least half the population has been wiped out. Probably more.
[the inmates walk outside for the first time since the apocalypse began]
Oscar: Damn, the sun feels good.
Axel: [Axel sees the Walkers] Good Lord, they're all dead.
Tomas: Never thought I'd be so happy to see these fences.
[Rick tells the inmates that they're all infected]
Big Tiny: So what is this, like a disease?
Rick Grimes: Yeah, and we're all infected.
Axel: What do you mean infected? Like AIDS or something?
Daryl Dixon: If I was to kill you, shoot an arrow in your chest, you come back as one of these things. It's gonna happen to all of us.
[Rick and the prison inmate Tomas discuss on who the prison belongs to]
Rick Grimes: We took out these Walkers. This prison is ours.
Tomas: Slow down, cowboy.
Andrew: You snatched the locks off our doors.
Rick Grimes: We'll give you new locks, if that's how you want it.
Tomas: This is our prison. We were here first.
Rick Grimes: Locked in the broom closet?
[Rick asks the prison inmate Tomas how stocked are they in their cafeteria]
Rick Grimes: How stocked is that cafeteria? It must have plenty of food. Five guys lasting almost a year?
Daryl Dixon: It sure as hell don't look like anybody's been starving.
[Rick makes a deal with the prison inmate Tomas]
Rick Grimes: Bet you've got more food than you've got choices. You pay, we'll play. We'll clear out a block for you, then you keep to it.
Rick Grimes: [Rick gets in Tomas' face] But let's be clear... If we see you out here anywhere near our people, if I so much as even catch a whiff of your scent, I will kill you.
Tomas: [Tomas hesitates before answering] Deal.
[Carol suggests to Lori what they'll need if they get Hershel through this]
Carol Peletier: If we can get him through this...
Lori Grimes: When we get him through this.
Carol Peletier: We'll need crutches.
[the inmates tell Rick's group why they never tried breaking out of the cafeteria]
Theodore 'T-Dog' Douglas: You never tried to break out of here?
Oscar: We tried to take the doors off. But if you make one peep in here, then those freaks will be lined up outside the door growling, trying to get in. Windows got bars on them that He-Man couldn't get through.
Axel: Bigger than a 5x8.
Big Tiny: You won't find me complaining. Doing 15. My left leg can barely fit on one of those bunks.
Oscar: Yeah, they don't call him Big Tiny for nothing.
Tomas: You done jerking each other off?
[Rick sees the freezer door in the cafeteria]
Rick Grimes: What's in there?
Big Tiny: Don't open that.
Tomas: [Rick opens the door immediately choking on the fumes as Tomas laughs] You wanted to know!
[Axel tells Rick about wanting his own pot to piss in]
Axel: Can't wait for my own pot to piss in.
[Maggie and Glenn talk about Hershel no longer being able to run]
Maggie Greene: [Maggie hugs onto Glenn] What are we gonna do without him?
Glenn Rhee: Hey, stop it. All right? Stop it. He's still here.
Maggie Greene: [Maggie with tears in her eyes] What if he does wake up? Then what? He can't even walk. All we do is run.
Glenn Rhee: Hey... this won't break him. Okay? He's got you and Beth.
Maggie Greene: [Maggie whispers] Am I the only person living in reality here?
Glenn Rhee: We've been through so much already.
Maggie Greene: You're expecting it, too.
Glenn Rhee: I'm not expecting, all right? I'm just prepared.
[Maggie sees Beth cutting the pants leg higher on Hershel's pants]
Maggie Greene: What you doing?
Beth Greene: He's gonna have a hard time walking around with one side of his pants dragging on the ground. You know, he could trip or something.
Maggie Greene: There's a good chance he won't wake up.
Beth Greene: Why are you so eager to give up on him?
Maggie Greene: I'm not giving up on him.
Beth Greene: Sure sounds like it!
Beth Greene: I don't want you to get your hopes too high. We're not equipped to deal with something like this.
[T-Dog returns to the cell block with food from the cafeteria]
Theodore 'T-Dog' Douglas: Food's here!
Carl Grimes: What you got?
Theodore 'T-Dog' Douglas: Canned beef, canned corn, canned cans!
[Lori asks Rick if the inmates have guns]
Lori Grimes: Do they have guns?
Rick Grimes: Only saw one. I don't know if it's gonna work...
Lori Grimes: [about letting the inmates stay at the prison] Well, what are your options?
Rick Grimes: Kill 'em.
[Rick and Daryl tell the inmates how they're going to clear the cell block of Walkers]
Rick Grimes: Stay tight, hold formation no matter how close the Walkers get. Anyone breaks ranks, we could all go down. Anyone runs off, they could get mistaken for a Walker, end up with an axe to the head.
Daryl Dixon: And that's where you aim. These things only go down with a head shot.
Tomas: [Tomas smiles] You ain't gotta tell us how to take out a man.
Theodore 'T-Dog' Douglas: They ain't men. They're something else.
[Maggie sits with Hershel alone as he lays in the prison cell unconscious]
Maggie Greene: [Maggie with tears in her eyes] Dad... you don't have to fight anymore. If you're worried about me and Beth, don't. Don't worry about us. We'll take care of each other. We'll look out. Me, Beth, and Glenn we'll look out. Go ahead, Dad. It's okay. Be peaceful.
Maggie Greene: [Maggie begins to cry] You don't have to fight. If it's time to go, it's okay. Daddy, I just want to thank you. For everything, thank you.
[as Maggie kisses Hershel's cheek]
[Rick, Daryl, and T-Dog watch the inmates fight a group of Walkers]
Axel: You wanna taste me?
[as Axel repeatedly stabs a Walker in its stomach]
[Rick yells at the inmates while clearing the cell block]
Rick Grimes: Stay in tight formation, no more prison riot crap.
[Glenn helps Carol choose a Walker to practice doing a C-Section on]
Glenn Rhee: Everything you're saying is completely sane. You're wanting to use a Walker for practice is a sane thing. I mean it, okay? I'm just... I'm just trying to wrap my mind around it.
Carol Peletier: Lori's overdue. She had Carl by C-section. She's probably gonna have to have this one the same way. Hershel had a little bit of experience with this kind of thing, but he's not gonna be able to do it anymore. I need experience, and we have plenty of cadavers.
Glenn Rhee: All right, well, like I said, it's completely sane.
Carol Peletier: I need to learn how to cut through the abdomen and uterus without cutting the baby.
Glenn Rhee: [Glenn hangs his head] Why not?
[Rick gives the cell block to the remaining two prison inmates Oscar and Axel]
Axel: [as the two men see the rows of executed inmates] Oh man! I knew these guys, they were good men.
Rick Grimes: [Rick looks to Daryl] Let's go.
Oscar: So you're just gonna leave us in here? Man, this is sick!
Rick Grimes: We're locking down the cell block. From now on, this part of the prison is yours. Take it or leave it. That was the deal.
Daryl Dixon: You think this is sick? You don't wanna know what's outside.
Rick Grimes: Consider yourselves the lucky ones.
[Rick tells Lori that for the record she isn't a bad mother]
Rick Grimes: For the record, I... I don't think you're a bad mother.
Lori Grimes: Well, wife is a different story. For better or worse, right? I mean, what are we gonna do... hire lawyers get divorced and split our assets?
[as the two smile]