The episode opens in a garden. Rick is working his way out of the prison into a vegetable garden he's maintaining. Birds are singing and he splashes water in his face. Overall, for a moment this isn't the place we're used to--
--until the shot widens out and Rick is walking out into a garden framed by a fence brimming with walkers. He's listening to music and digging in the garden when he comes upon a handgun buried there. He removes its clip and tosses both pieces onto a pile of sod in his wheelbarrow, then puts his headphones back in and continues gardening.
Carl joins him outside, telling Rick that he was supposed to wake him up; Rick says he didn't because he knew Carl was up all night reading comic books under the covers with a flashlight. Carl asks about a pig lying in the corner of the pen looking sick and lethargic but Rick says he doesn't know what's going on with her.
Near the prison, there's breakfast being served in an outdoor structure. Carol is cooking when Daryl joins her. He's soaking in the admiration of the survivors there, who are thanking him for his hunting--Carol tells him to remember she liked him first. She asks Daryl to come with her and asks a young man named Patrick to take over her station; he agrees but first wants to shake Daryl's hand.
Back at the wall, there are a group of survivors killing walkers up against the fences. There are dozens, maybe hundreds, of zombies swarming toward the fences.
Carol tells Daryl that she's not sure how many people they can spare for a supply run; that they need people working on the fences. They talk briefly about what to do about it, with a notable moment when Carol calls Daryl "Pookie" and he pushes her playfully.
In their little guard tower-cabin, Glenn wakes up and tells Maggie that he doesn't want her to go on the supply run with him--that she doesn't have to, so she shouldn't. She tells him that everything is going to work out, but he seems unconvinced, and maintains that she is staying behind.
Tyreese approaches the people clearing the wall and tells Karen--one of the survivors there--that he's going to go on the run. He doesn't like killing walkers on the fences because killing face to face isn't comfortable for him. She asks why he always volunteers to do the fences if he's so opposed to it, and he says he just wanted to get to know her. She kisses him and tells him to be careful.
Beth walks up to one of the survivors packing the pickup to go on a run with Daryl, and gives him a kiss. He tells her that he wanted to say goodbye since going on runs is dangerous, but she won't say hello.
A man named Bob approaches Sasha at the truck. She tells him that he's only been with the group a week and doesn't really know how to play on a team yet, but Glenn convinces her to let him go because he was an Army medic.
In the garden, Hershel is showing Rick some farming tricks when someone whistles and Rick darts to the wall with Carl. They open the gates for Michonne, who's coming in on horseback, and there's an elaborate system in place of booby traps not unlike the ones seen in "Clear." Michonne hands Carl a pile of comics and Rick an electric razor, telling him his face is "losing the war."
Daryl and the others heading out for supplies stop by to say hello and Michonne tells Daryl that she "didn't find him," to which he responds that he's glad to see she's okay. She tells Rick she wants to look near Macon--it's worth a shot. Daryl doesn't think that it is--seventy miles of walkers and the possibility of more "unneighborly types" are between the prison and Macon. There's a tense silence before Daryl tells Rick that he wants to go out for supplies. Michonne opts to join him while Rick is checking traps in the hopes of not losing whatever animals are caught in the snares to walkers.
Rick tells Carl that he wants him to do chores, read some comics and maybe a book, hang out with Patrick, while he goes to empty the snares. He encourages Carl to go to "story time," which Carl objects is for kids, and tells Carl to brush Michonne's horse.
Hershel comes, telling Rick that the council have decided he has to take a gun when he goes out to clear out the snares. Rick objects but then takes it.
Out in the woods, he finds a deer they've snared has been eviscerated. He also finds a sick hog exhibiting the same symptoms as his sick pig, but before he can inspect it, a walker kneels down to eat it...
...Except that when Rick tries to sneak away, the filthy woman in tattered dress begs him to wait.
She asks for his help getting the hog to her husband, since they haven't eaten in days. She asks if Rick has a nearby camp where they can join him. He says he'll take him some of the food in his bag, not the hog, and that they can join him if they satisfactorily answer three questions that he'll ask when they get back to camp. He frisks her for guns and briefly takes, and then returns, her knife before warning her that if she tries anything, she'll be the one who loses. She tells him that she doesn't have anything else to lose, but he disagrees.
Back at the prison, a group of kids are yelling at the walkers on the other side of the fence. They're calling one of them by a name that's on his nametag, and apparently have named the rest as well--a practice to which Carl objects. He tells them that the walkers are dead now, and don't need names like they had when they were alive, but two girls--one in particular who looks to be about 12 and stands toe to toe with Carl--disagree with him. When Carl barks at her, she and her sister and a boy who's there with her all head off to storytime. Patrick tells Carl that he wouldn't like it because it's for kids, but that he (Patrick) is going to go.
At a Big Spot department store, Daryl shows up to explain that the Army had set up a trauma center in the parking lot behind fences but that when it had gone wrong, the resulting group of walkers had kept people out of the store since the plague really took off. They had hooked up a boombox to some car batteries a few days ago and the music had led the walkers out of a hole he cut in the fence, leaving the store mostly empty.
Daryl knocks on the front window of the store and while they wait for walkers to respond to the noise, Zach sets about trying to figure out what Daryl had done before the turn. He guesses homicide detective, and Daryl strings him along for a while before he finally cracks and Zach tells him he'll have to keep guessing. Zach, Daryl and Michonne see a few walkers coming to the windows and go in to clear the store.
As they and the rest of the group head in to do their "shopping," the camera pans up to reveal that the roof is covered in walkers and a crashed helicopter.
Back in the woods, Rick and the woman tells him that she and her husband were on their way to their honeymoon and got stranded at the airport--that their group used to be large, but that now it's just she and her husband, and that she wouldn't be alive without him. "If he wasn't still here, I couldn't be," she explains.
Along the way, she explains that you have to eat whatever you can find, you have to be willing to kill--and that she left people behind, and hid from people who needed help. She tells him that she's still looking back fondly on her time in the airabarport with the big, marble sculpltures that she slept under.
Back at the store, Michonne rounds a corner to see a cardboard standee advertising "monster savings" and featuring a Frankenstein's monster. She responds by slicing it in half with her sword.
In another aisle, Glenn surreptitiously grabs a camera, and then stops and stares ominously at a poster advertising photo packages for newborns.
In yet another aisle, Bob stops, tempted by some liquor. He almost sneaks some, then puts it back on the shelf...but the old, wooden, wet shelf collapses when he sets it down, bringing an entire large display of wine down on top of Bob. On the roof, the sound of the crashing and Bob's screams attracts the attention of the walkers, who begin moving toward the helicopter. Some of them start to break the surface of the roof with their feet.
As Tyreese, Daryl and Zack try to get Bob free, walkers begin falling through the ceiling; the first, caught by a combination of his own intestines and part of the ceiling, hangs there for a moment while the group slowly backs away but soon it's a rain of walkers--some landing in a way that they can start moving toward the survivors, others falling headfirst and splattering all over the floors of the store.
Back in the woods, Rick tells the woman he's with that he knows the marble sculptures she'd referenced, and that his favorite was of kids playing leapfrog. She dismissively tells him "me too," and keeps talking about her husband. While Rick has a loaded pause and a look on his face that suggests he may have been trying to catch her in a lie, he keeps walking with her. She tells him that she hopes she answers his questions correctly and can join the group.
Back in the store, walkers continue to rain from the sky.
A couple of them jump on top of Glenn, but he eventually shoots them. Tyreese is briefly cornered by a handful of them, but fights his way through. One particularly gory one works its way across the floor toward Bob, shedding its flesh as it goes. Daryl tears his way through a number of them before realizing that a helicopter is about to fall on his head and jumping clear of the gang of walkers, who are then squashed by it.
The walker who is moving across the floor to Bob arrives at him, almost getting to him before Daryl tears it away and stomps on it. Daryl and Zach lift the display and save Bob, but moments later Zach is caught by a number of walkers and consumed. The helicopter crashes through the ceiling and takes out the spot where Daryl just was.
On the edge of the woods, the woman reaches her campsite, goes to get her husband and then tries to jump Rick with her knife. When she fails, she explains that her husband--apparently a walker--is slowing and needs something alive to eat. She tells Rick not to stop her from turning, and then stabs herself in the gut and falls to the ground.
Before she dies, she asks Rick what his questions were.
Correction, per a commenter below: Question #2: "How many people have you killed?" Answer: "Just me."
Question #3: "Why?" Answer: "Because you can't come back from the things you've done."
Rick, then, looks over at the object covered in canvas that appears to be her dead husband. It hadn't moved during the whole time.
Back at the prison, Carol is leading storytime, reading to the children, when Carl sneaks up around to watch. Another adult leaves the room, leaving Carol alone with the kids, and she brings out a box of knives to instruct the children in how to use them.
Patrick excuses himself, saying he feels sick and doesn't want to throw up on the other kids (after Carol gives him a hard time about just "I don't feel well").
Carl sees Carol, they make eye contact and she asks him not to tell Rick. He leaves.
Outside, walkers are grouping near the fence again, while Rick heads into the garden area. He sees that the pig which was sick earlier has died and seems upset by it.
Back in her cell, Karen is met by Tyreese, who says he doesn't like going out there, either. Glenn breaks the news to Maggie about Zach, and Maggie tells him she's not pregnant; he's relieved. She says she didn't want to have a baby, but they could have; they can have lives there. Glenn doesn't understand that, but she says she doesn't want to be afraid of being alive. Glenn says that's what's kept them alive, but she disagrees.
In her cell, Beth is writing in her journal when Daryl comes to tell her that her boyfriend has died. She's nonchalant about it, walking over to a "days without an accident" board leftover from when the prison was operational and takes a "3" down, turning "30" into a zero. Daryl seems perplexed, but she says she doesn't cry anymore; that she's just glad she got to know him. She hugs Daryl and says she's glad she didn't say goodbye, since she hates goodbyes. He agrees.
In her room, Michonne is studying maps, headed for Macon.
Rick talks to Hershel, telling him that he tried to help the woman in the woods. He sees himself from last year in the woman, but Hershel tells him that he came back from his break, that Carl came back from his episode at the end of last year.
In his bunk, Bob lays down and can hear Patrick coughing in the next room. Patrick makes his way to the showers, where he turns the water on, then slips and falls on the floor, dead. Almost immediately, he reanimates.