Here we are, the end of season 3. Will we learn Andrea’s fate? Will the Governor finally get his? Who will live and who will die? Let’s watch together and find out!

The plan is to update this post every commercial break with the recap, which I’m finishing up right now. Hopefully I don’t hit any snags posting. I’ll be in the comments section all episode as well. I think this is better than live tweeting because that really sucks for our followers that can’t watch the AMC East Coast airing. So stay tuned to this post!

Reminder: If you haven’t entered our “Favorite Character” Finale Contest yet, get on it! Try and get your entry in tonight.


The episode starts with a really cool zoom out from the Governor’s eye. He is beating the stuffing out of Milton for betraying him by burning his biters. “What would your daughter think about what you are?” “She’d be afraid of me. If I’d been like this from the start she’d be alive today.”

Milton asks if Andrea’s alive which earns him a trip to her torture chamber. The Governor has Milton pack up his tools. He uses the opportunity to drop a pair of pliers behind Andrea’s chair where Andrea can reach them. The Governor offers Milton a chance to get back in his good graces, if he’ll just kill Andrea. When Milton instead tries to kill the Governor, the Governor stabs Milton and leaves him bleeding to death locked in with Andrea, where zombie Milton will then eat Andrea alive. “In this life now, you kill or you die. Or you die and you kill.” Awesome. Credits.

At the prison, Carl is packing up (PACKING UP?! They’re leaving?!). He contemplates the picture of his parents, and Rick’s badge. He puts on Rick’s hat and heads out. Everyone is packing up. Carl is pissed. He shrugs off Rick when he tries to talk to him. Glenn even mentions to Rick how mad Carl is. “He’s still just a kid. It’s easy to forget.” Rick walks to the car and sees Lori again, just real quick.

Daryl is packing his bike. He says “Merle never did nothing like that his whole life.” Carol says “He gave us a chance.” So that question’s answered: yes the group knows about Merle’s sacrifice. Carol takes Daryl’s hand and helps him up.

Michonne talks to Rick. He apologizes for considering the Governor’s offer. Michonne thanks Rick for taking her in. And then he says that it was Carl that made the call, saying she was one of them. Nice Rick/Michonne moment.

Over in Woodbury, the Governor is getting everyone pumped up to roll on the prison. Tyreese and Sasha say that they won’t go. They won’t kill other people. They’ll stay and protect the children and then leave when the Governor comes back if he wants. The Governor turns and grabs a gun and… gives it to Tyreese. Whew. The Governor says “thank you” and they roll out.

They hit the prison hard. 50 cal mounted machine gun. Grenade launchers. They take out the guard towers and start mowing down the walkers that surround the prison.

Then they move inside. They find no one. They continue deeper into the prison and it’s deserted.

As they move into lower levels after hearing noises we cut back to Andrea and Milton. Milton tells Andrea that he dropped the pliers behind her. She struggles with them as Milton gets closer to dying.

Back to the prison, the Governor’s men have split up. They’re down in the tombs. Following some noise they approach a large closed door and…

Back to Tyreese and Sasha in Woodbury. They’re discussing what will happen to them when the Governor gets back. Tyreese says they can slip out like Andrea did.

Meanwhile Andrea is finally able to reach the pliers with her feet. She looks over to Milton, who is looking about 99% dead. He asks Andrea why she stayed even after she knew her friends were out there. She says she wanted to save everyone. She quits trying to reach the pliers while she’s talking. Probably not the best move. With his last breaths, Milton tells Andrea she needs to hurry. She kicks off her boots and gets to work picking up the pliers with her toes.

Back the prison, the Governor’s men are hit with a flash bang and then swarmed by walkers. As they run out of the prison our group opens fire on them from the walls. The Governor’s men try to open fire with the 50 cal but it’s been jammed while they were inside. With no way to fight back they get in their trucks and run.

One of the Governor’s men, a young man, is running through the forest. He chances on Hershel and Carl (who was not at all pleased at not being included in the assault team). Hershel tells him to drop his weapon. He says “sure, here, take it” but doesn’t set it down. After waiting a few seconds Carl drops him.

In the prison yard, the entire group is saying they need to go after the Governor’s men and finish it. First, they go inside to check on Hershel, Carl, Beth, and Lil’ Ass Kicker. Carl tells his dad he deserves to go to Woodbury because he did his job in the woods, and killed a guy. After he walks off, Hershel tells Rick that Carl gunned the kid down in cold blood.

The Governor is on the road. He forces his other trucks to pull over and yells at them that they need to stay on the attack. As they argue about it the Governor opens fire on the ones that want to go back to Woodbury. When he’s done, Allen holds his gun on the Governor. The Governor kills him. Then he walks into the field and finishes off everyone with shots to the head. The Governor misses one of his victims (Karen), who plays dead in the field. The Governor, Martinez, and Shupert get into the truck and drive off.

Andrea is still trying to get the pliers into her hands. Just as she succeeds and starts working on her restraints, we see Milton’s hand start to move.

The group at the prison is packing up and getting ready to hit Woodbury. Rick sees Carl sitting by himself and goes to talk to him about the kid he killed in he woods. Rick asks Carl is the kid was handing it over. Carl says it doesn’t matter and tells him how the people they haven’t killed (Randall, the Governor) have gone on to kill people they care about. He walks off and drops Rick’s sheriff’s star at Rick’s feet. Glenn and Maggie say they’ll stay and guard the prison in case the Governor comes back. Daryl, Rick, and Michonne drive off.

On the road they run into the Governor’s trucks and a bunch of walkers from the Governor’s slaughterfest. They also find the girl that the Governor didn’t finish off.

Back in Woodbury Milton is reanimating, and Andrea is not yet clear of her bonds. She starts yelling as Milton closes in. As he lunges at her we get a shot of the door to the room and just hear the sounds of a struggle, which ends with a thump and then quiet.

Outside, Rick and his group run into Tyreese. They fire on each other until Karen, the girl that survived the Governor’s rampage, explains what happened. They enter Woodbury. They tell Tyreese why they were coming and then say that now they’re looking for Andrea. They go to the torture room (apparently Glenn and Maggie told them where it was), and find a dead Milton and a living Andrea huddled agains the wall. Andrea has a sizable walker bite on her throat. Andrea asks if everyone is ok.

Andrea is glad that Michonne found Rick and his group. She says no one can make it alone now. Daryl agrees, and says he couldn’t. Andrea insists on finishing herself. Rick gives her his gun and a tearful Michonne stays with her as the others wait outside.

We see Rick, Tyreese, and Daryl in the hallway outside and hear a gunshot.

It’s the next morning, the group heads back to the prison, with a school bus in tow. They’ve brought back everyone from Woodbury, which at this point is the elderly and very young. Carl asks “Who’s this?” and Rick says “They’re going to join us.” Carl stomps inside. Rick looks at the catwalk where he usually sees Lori but she isn’t there. The episode ends with a fade to black from a shot of Lori’s grave.

Somber ending but hopeful (maybe?). But the Governor is still out there. The group is still in the prison. Andrea, Milton, Allen, and almost all of the Governor’s men are dead. What comes next for our group? What will the Governor do now?

What did you think of the finale? Sound off below, where, if everything went according to plan, we’ve been talking about it for the last hour.