Lightning crackled across the sky as Rick stared blankly into the night. He felt cold, almost as if his body were a corpse. 'It might as well have been' He thought to himself as he sat there remembering his wife's last words.

"I don't love you anymore… I haven't loved you in a long time…. I wish you had never come back…."

Rick felt a single tear run down his face as he remembered seeing her get into the car with the man who was once his best friend and drive off into the coming storm. She had left him. She had left him to start a new life with Shane and raise their child together.

"I would take Carl…But he just reminds me too much of you…I want a clean start with Shane and our baby. I know you will be a good father…." she had said when he asked about their son.

Rick had to quell his anger. 'What kind of mother would abandon her child in a world like this just because he reminded her too much of the father?' he asked himself.

Dropping back on the bed he thought of how he would tell Carl. His son had been out with Daryl learning how to shoot. Lately Daryl had kind of taken Carl under his wing. Rick didn't know whether that was a good or a bad thing…Suddenly a loud scream interrupted his thoughts.

The scream was quickly followed by a gunshot. Rick jumped up, grabbed his gun and raced to the stairs. He was met by a half decayed walker blocking his way.

"HOLY…"he screamed lifting up his gun and shooting the walker square in the face.

The walker dropped but there was another right behind it, and one behind it. Rick looked down the banister to see the living room of the house filled with walkers. A group of them feasting on a screaming Patricia. Rick turned and ran back down the hall to his son's room knowing he couldn't help her. Right in front of Carl's door he ran into Hershal who he quickly grabbed and pushed into his son's room.

"Dad?" his son asked sitting up in bed, "What's going on?"

Rick quickly closed the door and pushed the dresser in front of it.

"They're everywhere!" Hershal cried, "I can't find Maggie!"

Rick finished barricading the door and then ran to the window. Outside hundreds of walkers came towards the house.

"RICK!" he heard a voice yell and turned to see Daryl out on the top of the porch crawling towards him with his gun.

"They must have heard the gunshots from the shoot out." he said coming to stand outside the window.

"Who do you have with you?" Rick asked.

"I have Andrea, Carol, Dale, Glen, and Maggie in the next room, you?" Daryl replied.

"I have Hershal, and Carl. We've lost Patricia have you seen any of the others?" Rick asked.

Daryl shook his head. Then they heard another voice and turned to see T-dog sticking his head out of another window.

"Hey are you guys ok?" He called.

Rick answered " Yes are you alone?"

T-dog shook his head, "No I have Jimmy with me."

Daryl looked at Rick, "How are we gonna get out of here we don't have enough bullets for all of them and these doors aren't gonna hold!"

Rick nodded his head hearing the walkers beat on the door. "I don't know…" he said.

Suddenly he heard a big bang and the door began to splinter. Rick raced across the room and Daryl jumped in and followed him. Standing against the door they tried to hold it as the walkers began to break through.

"WE HAVE TO GET OUT OF HERE!" Rick yelled.

The door was quickly collapsing even with the men holding it.

"Are they getting stronger?" Daryl asked as he was almost thrown away from the door.

"Come on we can't stay here." Rick said jumping away from the door.

He grabbed Carl and ran to the window where he crawled out onto the top of the porch and ran to the other room where the others were. The door collapsed and the walkers came through as Hershal crawled out onto the roof. Daryl loaded his crossbow and shot taking down two with in seconds. Then he too turned to jump out onto the ledge. But suddenly a walker grabbed him and latched onto him with its teeth. He screamed in pain and quickly drew his knife, slamming the blade into the walkers face. He fell out onto the roof nearly going over the edge. But was grabbed by Rick who had come back to get him. Rick dragged him to the other window and pulled him inside.

"HE WAS BITTEN?" Andrea screamed pointing her gun at him.

Rick shoved it away and glared at her, "Now's not the time, We need to figure out a way to get out of here." he said looking around at the group.

"I have an idea, lets throw him out there and make a run for it." Andrea said glaring at Daryl who glared back.

"We need to figure out how to get T-dog, and Jimmy down here, and-"

He was interrupted by a loud banging sound as the walkers outside beat on the door. The wood began to splinter as it did in the other room. Carol, and Maggie burst into terrified tears.

"I don't want to die," Maggie sobbed wrapping her arms around Glen. Everyone looked to Rick. But he himself felt completely hopeless. They needed a miracle. Suddenly that miracle came speeding out of the darkness on a motorcycle.

Everyone ran to the window as the motorcyclist raced up towards the house. The walkers were instantly drawn to the noise. As the motorcyclist made it to the house he suddenly laid his motorcycle on its side as he pressed the gas causing it to spin in a circle. At the same time he held out a large automatic weapon and began shooting the walkers in the yard. Everyone in the room stared in amazement as their savior spun around on the motorcycle mowing down the walkers. In a few seconds, at least one hundred walkers lay dead in Hershal's front yard. Though there were many more to replace the fallen. The cyclist stood his motorcycle back up and pressed the gas rode away at a slower pace drawing the walkers away into the woods. After a moment the survivors heard another sound. A large military Humvee crashed in from the direction the motorcycle first came in and flew up to the house. The large vehicle stopped at the edge of the porch. Then a hatch on top of the vehicle opened and a dark haired woman came up from the hatch and smiled at them,

"Need a ride?" she asked in a trivial tone.

They didn't have to be told twice. The women and Carl were the first to be helped out and into the humvee followed by Hershel, Dale, and Glen who helped lift Daryl from the roof into the vehicle. T-dog, Jimmy, and Rick were the last to crawl in before the woman hit the gas and they sped off into the night.

"Are any of you hurt?" the woman asked as they drove away from the farm.

"Well, not exactly," Rick said unsure of how to explain to the one who rescued them that one of their numbers had been bitten.

The woman raised her eye brow,"Not exactly?" she asked.

"Well," he continued but Andrea answered for him,

"One of us was bitten." Andrea said pointing at Daryl who lay on the floor of the humvee still holding his shoulder.

The woman glanced down at him for a moment before mumbling, " oh is that all?"

Everyone looked at her as if she were crazy.

" So since we picked you guys up at that farm which is now over run by walkers. I'm going to assume you are homeless and need somewhere to stay. Soooo you are coming back home with us." she said smiling.

"Now wait just a minute," Andrea started.

"Oh do you have somewhere you'd rather be?" the woman said suddenly slamming on breaks and bringing the humvee to a complete stop.

Daryl moaned in pain at the sudden jolt.

"Then by all means don't let the door hit you on your way out." she said motioning to the door.

Andrea quickly shut up and sat down.

"That's what I thought," the woman said before pressing the gas again.

Rick glared at Andrea before turning to the woman, "I'm sorry, what she meant to say was, Thank you for saving us, and where exactly is it we are going?" he asked.

The woman smiled, "ahhh well thank you..sorry I don't speak bitch…first we are going there." she said point to a large black object in front of them.

The humvee was beginning to slow down as they came closer to the large object. Finally when they were almost at a crawl the woman held up a small remote and pressed a button. One of the walls of the object opened and came down making a ramp. The humvee drove up the ramp and into the object. The woman pressed another button and the door closed again.

"welcome to the armored, multi-terrain, mobile headquarters, We call it earl" she said smiling as she got out of the vehicle and switched on a light.

The survivors stared wide at their surroundings. Everything was chrome and metal. There was enough room for the humvee and room to walk on either side of the vehicle. On both walls were large long windows that ran the length of the structure.

As the survivors got out of the vehicle and looked around Glen was the first to speak.

"It's a giant train!"

The woman raised an eye brow, "You noticed that did you?"

The group was finally able to get a good look at their savior. She was tall with long black hair and blue eyes. She wore what looked like a corseted trench coat over black form fitting pants and knee high boots.

"Now I believe we need to be going." she said turning and walking down the train.

Then she stopped, "But before I forget.."

she picked up something from a metal table and walked back to the group.

She walked up to Daryl and smiled, "How are you feeling honey?" she asked catching him off guard.

"Like hell," he said still holding his bite wound.

The woman's face softened to a sweet smile as she leaned down to look at his wound.

"Awe that does look painful." she said.

Andrea leaned over to Dale, "We need to take care of him.."

"Yes you are exactly right," the woman said still staring at the wound.

Suddenly she stabbed him in the wound with a syringe she had been holding in her hand causing him to scream and everyone to jump back. Then she stood up and walked back towards the front throwing the syringe in a trash can as she went.

"WHAT THE HELL WAS THAT!" Rick yelled following her.

"I took care of it." she said.

"Yes but how," he demanded.

"Gave him the antidote.." she said still walking.

Rick stopped and so did everyone else who had followed him.

"There is no antidote…"he said before continuing to follow her to the other end of the train.

"You can put your friend in one of these," she said tapping several curtained sleeping compartments that they were passing.

"What do you mean an antidote?" he asked.

The woman rolled her eyes, "I mean your friend isn't going to turn into a walker. Mazel tov."

They past through what looked like a dining cart.

"If you guys are hungry we have food in the refrigerator, and by the way you all might want to take showers. You stink. I'll clean and sew up his wound when we are on the way." she said as they came to the head of the train.

She sat down in one of two pilots chairs and began pushing different buttons. A moment later the train came to life and began moving down the rail way tracks.

"What happened to the guy on the motorcycle?" Glen asked coming to stand beside the woman who continued to concentrate on driving the large train.

"Yes," Rick said coming to stand on her other side, "He saved our lives. We need to go back for him"

"Is he like a superhero?" Glen asked his eyes wide with excitement.

The woman rolled her eyes, "Well, she had some business to take care of. But I'm sure she'll be along any moment."

All mouths besides the one driving dropped open in shock.

"A woman did that?" Andrea asked in shock.

The woman turned around giving her a glare before turning back to watch the tracks.

"Well it doesn't matter. We have to stop and go back for her!" Rick demanded.

The woman turned to look at him curiously, "Why?"

"Well don't you care about your friend? She may be good but there had to be hundreds back there!" he said becoming annoyed.

The woman thought for a moment before shrugging and turning back around, "Eh she's faced worse."

Now it was Dale who spoke up in an angry voice, "SHE'S FACED WORSE! How can she have faced worse!" he demanded.

Again the woman turned to look at him as if he were some child then said in a very logical voice

"Well she IS Black Ops…so if she can't take a few walkers then she SHOULD die as she herself would say. As it is She IS the best in the world and I as her handler have full confidence in her. If she weren't then as her best friend I wouldn't let her out the door. There is no point in going back because she wouldn't be there anyway. She is long gone by now ,probably riding beside us somewhere in the dark, and if she is dead….eeehhh there's not really much we can do about it, might as well keep going back to the base and wait for our lives to collapse together without her."

Everyone's mouths had again fallen open. She paused for a moment and then smiled brightly at them,

"Just kidding about the lives collapsing part. If you are so worried cowboy look out the window." she said pointing to one side of the train.

Everyone ran to look out. Amazingly there in the darkness they saw a light floating in the dark keeping right beside the speeding train.

"So you guys are military?" Rick asked turning back towards the woman.

She smiled and held out her hand "Dr. Claire Lanings at your service."

One by one they all shook her hand and introduced themselves.

"Nice to meet you all, and that little spit fire out there," she said point to the window "is Special Agent Melody Farrelly,"

Then she turned to look back one of the many screens on the control panel.

"Oh if you'll excuse me," she said putting on a head set, "Darling, you're exit is coming up, and dinner is

waiting. By the way, you were right, we have a few house guests." she said causing those around her to give her strange confused looks.

Then she took off the headset and stood up, "Well time for you all to meet Melody, your going to love her!" she said with a big grin and all but danced away from them towards the back of the train.

Rick and the others kept watching the light beside the train as they followed Claire. As they walked to the back of the train the light slowed down with them until it disappeared behind them. They walked to the end cart where the Humvee was parked.

Claire turned towards them, "Y'all will want to stand back. That is of course unless you want her to use you as a landing cushion."

Everyone stepped back to the end of the cart. Claire hit a button and then stepped back with them. A large panel of the ceiling began dropping down opening the top of the train. Suddenly they heard a roaring sound and the motorcycle dropped out of nowhere from the top of the train riding down the panel that had formed into a ramp. Everyone but Claire jumped back at the suddenly appearance of the bike which rolled off the panel and parked in front of the humvee. Claire hit the button again and the panel closed sealing the rain out. Then she walked over to the motorcycle. None of the others could see Melody's face, as she still wore a helmet. The full face helmet was decorated with two wings giving it the look of a Norse valkyrie helmet. She was covered from head to toe with what looked like a mix between medieval knights armor and leather.

"So what did the cat drag in?" Claire asked standing beside the motorcycle.

Melody reached up and unbuckled her helmet. When she took it off a mass of long curly flaming red hair fell to her waist. She smiled at Claire and then turned to look at the others revealing bright green eyes. Slowly she stood up and turned to grab another person whom the group hadn't seen on the back of the motorcycle.

"He's hurt," she said in a low voice, found him up a tree about to shoot himself…probably should have let him. But figured you would chastise me for it, and I've had my lecture on being kind for the day." she said putting the man's arm around her shoulder.

A mock pout crossed Claire's face as she put his other arm over her own shoulder, "I don't lecture, merely remind you of the virtues of kindness so you don't become a complete heartless killer." she said as a large smile replaced her pout.

Melody rolled her eyes as they began to walk towards the medical cart where Daryl still lay on the floor. They passed the group and lay the man down on one of the tables. Then they helped Daryl up onto another one. Rick walked up to Melody who was getting down medical supplies from one of the many metal cabinets.

"Thank you," he smiled at her, "You saved our family." Melody stopped and looked up at him with a blank stare before setting down the supplies she was holding to walk off towards the front of the train.

A confused look crossed Rick's face and he turned a questioning gaze to Claire.

"Don't take it personally, Rick. She …has been through a lot.." she said looking at him with a sad smile, " just let her get used to you…you really will love her…I've never met a kinder person in my entire life…"

Then she went back to working on the stranger Melody had brought in. He was covered with a combination of mud and blood. Rick watched Melody walk out of sight before he picked up the supplies she had set down and walked over to Claire and the stranger.

Suddenly he dropped everything and gasped, "SHANE!"