This episode focuses on Michonne and Andrea. They find a helicopter that crashes just minutes before they arrive at the scene. They see a group of men with heavy weapons show up in jeeps. A handsome man, who the others refer to as the Governor, seems to be the leader of these men. Michonne’s walkers are making noise and almost give away their position. As the Governor leaves, one of his members captures both Michonne and Andrea, that man is Meryl. Meryl has taken a secondary role behind the Governor. He is still angry about Rick and the group leaving him behind in season one. Michonne and Andrea are taken to Woodbury, a place where civilization has been restored to a degree. There are 73 residents in the town. Michonne immediately feels worried about the entire situation. She wants to retrieve her weapons, but the Governor will not budge. She does not trust the Governor, but Andrea has started to warm up to him the next day. The helicopter pilot, in critical condition, tells the Governor where the rest of his men are. The Governor goes to their location. He arrives and tells them that he has their pilot and he has come to help. Out of nowhere, he opens fire on the troops and more of his men come out of the woods and finish off the marines. The Governor and his men confiscate all of the military supplies. When they return, they tell the people of Woodbury that the others were found dead. No one suspects that they are lying, except Michonne. The episode ends with the Governor in his house trying to relax. He enters a room, turns on a light, and takes a seat. He begins to look at his collection of living walker heads that are preserved inside glass containers. In the top row is the head of the helicopter pilot. This episode really shows how the Governor is so powerful. He is brutal and sick which even makes Meryl put his tail between his legs when confronted by the Governor. Andrea has had many tough things happen to her in her life but you get the sense that Michonne has had a lot more chaos in hers. She seems reluctant to trust anyone except Andrea. The next episode will relate the two branch stories of season 3, Rick and the Governor.