AN: For the purposes of this story alone, I've deliberately not had Rick visit 'Crazytown' and the group have not met up to discuss fortifying the prison. That comes a little later when Daryl returns...

After Rick and Hershel had left Carol in her cell they took a walk down through the grassy enclosure talking through everything that had happened over the last couple of days; and how to best defend the prison in case of attack.

"We know all of the cell blocks are clear of Walkers at least. Daryl, Oscar and Carl took care of that after Andrew set the alarms off."

"Gonna need to run another water pipe down to the creek; the one there at the moment keeps clogging up, might be an idea to fix some sort of grille over the front to stop the pond scum getting in." Hershel mused and Rick nodded thoughtfully.

"Good idea, I might as well slip through the fence now and check it out while we're down here. What's everyone else up to?"

"I believe that Glenn's taken the truck around the front to see where the break in the wall starts. If the Governor does decide to retaliate we need to know where to shore up our defences. I noticed that Judith was looking a little jaundiced so Beth was gonna bring her out for a little fresh air. Michonne's up and about checking out that overturned bus at the top of the yard; I think Maggie was going to try and persuade Carol to come outside for a little while; I have no idea where Axel is."

"Probably hanging around waiting for Carol to notice him; she mentioned the other day that he's started to become a too friendly now that he's realised she's not a lesbian. He's gonna think that it's Christmas now that Daryl is out of the picture." Rick sighed heavily, hating the way that things had suddenly turned sour within the group."

"Shoot, Rick! I completely forgot!" Hershel exclaimed suddenly and Rick turned expectant eyes over to the older man. "Carol changed her mind about you and Michonne going after Daryl; she did say that it had to be his decision whether to come back, and you were not to try and influence him in any way. Oh, and that he had to move over to A with Merle; she doesn't want to have to see him too often, not until she gets over him."

"Yeah…can't say I blame her; I don't feel particularly warming to the prick myself at the moment." Rick tried to shrug off his suddenly black mood and focus on the task at hand. "Okay. Let's do this, got your pistol?" Rick looked over at Hershel who nodded and patted his side pocket. "Keep an eye on things for a minute while I slip through and check out whether the pipe is clear."

"Don't take too long, I think the natives are getting restless." Hershel jerked his head over to where a few Walkers were gathered along the outer perimeter; something was causing them to become agitated and he was concerned that their groans would only attract more to the fences.

"In and out, five minutes tops." Rick promised as he quickly undid the tie holding the slit in the fence closed and nimbly slithered through.

It only took two for their peaceful haven to erupt into a bloody battlefield. The sound of a car engine approaching the fence gave no cause for concern as everyone assumed that it was Glenn returning around the perimeter road. However, when the first rounds blasted out from a rifle the survivors knew that their lives would never be the same again…

Maggie had persuaded a very quiet Carol to go out into the courtyard for a few minutes to try and bring some colour back to her cheeks. Axel was trying his best to cheer her up;

"As I was saying my brother had a real money problem."

"Yeah? What kind of problem?" Carol was trying her best to pay attention to their conversation but found her mind kept slipping away and she wished she had remained in her cell.

"He wouldn't lend me any. There was this one time…" Axel's words cut off as there was a sudden sharp pain in his side and clapped a hand over the area and his brain was slow to process the fact that he had been shot. All he could do was to look at the bright red blood seeping through his fingers.

"RICK!" Carol screamed as she dropped to the ground and dragged Axel down with her. She ripped the hem off her t-shirt and pressed it to his wound. Beth and Carl dived behind a concrete pillar as shots were fired from inside the compound. Somehow the Governor's sniper had made his way up to the guard tower undetected and was firing at the courtyard. Maggie had run inside and managed to grab a couple of rifles and threw one across to Carl and between them they lay down coverfire so that Carol could drag the now groaning Axel to relative safety behind a concrete pillar. Carl kept firing and it was with more luck than judgement that he managed to hit the sniper in the guard tower. It was only then that they heard the rumble of another engine speeding along the gravel road...

"HERSHEL!" Rick was trapped beyond the fence ducking shots fired from somewhere behind him. The engine noise grew louder and he could only stand and watch as a truck barrelled through the perimeter gates and came a halt just yards away from where Hershel had crouched hiding in the exercise area. A ramp lowered onto the grass and soon the groans and shuffles of at least twenty Walkers filled the air as they stumbled down the ramp. Michonne was leaping down from the overturned bus and whirling her Katana. With the yard completely exposed more and more Walkers were stumbling through the open gates, attracted by the noise; which is just what the Governor had in mind.

The man in question was viewing the scenes in the yard from a safe distance. He shot off a few more rounds without really aiming for anything in particular; and with a sardonic grin swung himself back into the passenger seat and signalled his driver to leave. He'd be back soon enough and was satisfied with what his men had accomplished; the prison group were either scattered or trapped; he had one man on the inside and the prison would soon be his…