Lee woke up startled. He had just dreamt that Clementine attacked him. He felt more weight on him than usual, probably cause he had just lost a friend in Ben. He was depressed, but not as depressed as he thought, when he saw Carley laying against him, hugging his arm and very comfortable. She had bright red cheeks, but kept her lips in check by keeping them straight. She knew that if she were too happy, Lily would be on to her straight away. Lee didn't move a muscle in order not to wake up the two people that were resting on him. Lee was also unsure of the events that had just transpired, why things went the way they did? Why Lily had to go on a rampage? All he knew was that Clementine was his priority and as long as she was fine, he could live with Ben's death.

Everyone except Lily was at peace until Kenny announced "We got something up ahead"

Lee was curious to see what the road block was, so he gently paced Clementine on Carley's shoulder. He then took the blanket, which puzzled him, as he didn't know where it came from and placed it on top of Carley and Clementine. They looked so at ease together, Lee knew that he couldn't take care of Clementine if he decided to split from the group, but he knew whom he would want along on the journey with them.

As Lee made his way to the front, Kenny explained

"Dammit. Road's blocked." The R.V. pulled up to its next challenger, it had come a long way from the motor inn and now it had to face a freighter train.

"Now we gotta deal with this" Kenny said as the group pulled up to the railroad tracks. The car hauled to a complete stop and Lee was the first to check the scene out.

This awoke Carley who had no idea where they were. Before she could go anywhere she realized that Clementine was sleeping and used Carley as a rest. Clementine, looked calm yet sad at the same time, it was something that isn't common within eight year old, but then again this wasn't a common time. Carley decided that she would hang back in the R.V. and wake Clementine up slowly. Kenny instructed that Lily would be left in the R.V. alone, so Clementine quickly woke up, but Carley noticed her dry tears and walked Clementine out of the truck hand in hand. Lee smiled seeing his two favorite girls work together to wake up after a hard night was put behind them. Duck clung on to Katjaa, as they walked towards a log just in front of the R.V. Carley and Clementine followed.

Lee suggested to Kenny that he should go and look around. Kenny joined his son and Katjaa on the log.

"Yeah, everyone else relax. Clem, stay close to Kenny and Kat, okay?" He wanted to make sure that for the time being Clementine was around people who would protect her if Duck turned.

Clementine diligently nodded as Katjaa made another request from Lee "Lee, if you come across anything to drink, if there's a dining car or something. I think Duck's a bit dehydrated."

"There might be some in the R.V. I'll take a look in there" Carley suggested.

She made her way over to the R.V, as Lily was still inside. Carley's true intentions were to prove Lily was innocent. She was a reporter it was in her nature. Lily, head in hands after the night before rose her head and questioned Carley's presence in the R.V.

"That bullet was meant for you. It could have gone so many ways, but you just went off on me about my dad and I couldn't let that stand." Carley was about to yell back, but calmly responded.

"That doesn't matter right now, I know you're right. I want to prove that you're innocent. I know you shot him, but you did it for the group." Carley realised that she didn't have any witnesses to talk to, she couldn't go back and infiltrate the bandits, although that would have made for great journalistic reporting.

The only thing she could do was search Ben's bag, he left it on board the bus, but she was surprised to see that it was untouched. Carley needed to take a leap of faith, but she wondered why the bag has remained unopened. Slowly she took the zipper of the bag and dragged it to the right, the bag was opened and Carley's smiled from ear to ear.

"Lily! The bag is filled with the tablets, the medicine. All of it is in here. Idiot must have kept it in his bag so he wouldn't have to take anymore from the pool." Lily spoke up "That's probably how I noticed that the portions had decreased."

Lily sprinted out of the R.V. and before Kenny could do anything about it, she exclaimed, "I did the right thing. That coward Ben… he… he..." She stammered, Lily was so overjoyed with her discovery that she choked under the pressure of explaining herself.

"Well? Are you going to say anything!? Carley rushed out of the R.V. with Ben's bag "Take a look Kenny, everything that Ben stole was in here."

Just then steam was released from the freighter, the brakes had been released. Kenny turned around and rushed aboard the freighter to check in on Lee "This fucker WORKS?" he asked. "Seems like it" Lee replied with a proud grin on his face. But the question remains "How the hell do we get it moving?"

As Lee and Kenny tried to figure out how to get the train moving, Lily and Carley sat down on the log and discussed their situation.

"What are you going to do now?" Carley asked, she was curious to know what Lily would do after murdering Ben.

"I don't know, it all comes down to Kenny and Lee, they have every right to get rid of me." Lily felt her guilt festering up inside her and was worried for her future.

She looked from side to side and saw a very ill Duck. "Katjaa, I'm so…"

"Sorry? You're a murderer Lilly." Katjaa made a fair point, Ben was dead and there's nothing Lily can do about it now, but she could try to make amends.

"I'll go find your boy some water." Just before Lily could begin her quest for water. Clementine stopped her she wanted to know why. "Lily? Why did you..."

"Kill Ben?" Clementine nodded, she was scared of Lily even more than she was before.

"Because he stole from us, I couldn't let him betray us anymore Clementine." Lily thought that she was clear enough with her words.

"Lily, don't take this for granted" Carley said, as she sat next to Clementine. Lily walked off to go find Duck's water, she hoped that she would not run into Kenny or Lee just in case they had other ideas.

"Clementine, are you ok?" Carley was worried about Clementine. Carley wanted to make sure that she was ok. Ben often took care of Clementine when Lee wasn't around and it was important to make sure that Clementine's morale was high, she was the last remaining child.

"Yeah, I'm ok. I could have some food though." Clementine smiled to prove that she was fine and Carley smiled back, it was the least she could do.

"I hope last night wasn't too much for you. I know you're a tough girl, but I wanted to make sure."

"Yeah, I'm ok" Clementine seemed distant and Carley wanted to do something nice for her.

"Carley? Can you stay with the group?" Carley was shocked and wondered what was going through Clementine's mind, she doesn't often give her opinion about the group. "Because you make Lee happy and you make me happy. So I hope you aren't thinking about leaving."

This made Carley smile; she made Lee happy, what a thrill! "Of course I'll stick around. I owe Lee my life" Clementine smiled

"Good! Maybe you can teach me how to shoot?" Carley responded responsibly "You'll have to ask Lee first, but if he agrees, I'll be happy to show you. I'm going to go look for supplies" Clementine smiled and nodded her head, as Carley walked away from the log.

Lily looking around the second unit of the freighter found some water for Duck. She needed to make sure that she had as many people on board with her sticking around, even if she wouldn't continue her post as leader, which was already out of the question. Lily often thought positive, that in scavenging she would run in to her old military crew. If anyone had survived it would have probably been them. Instead she ran in to some sort of homeless person, well to call him homeless is a bit unfair because in these days, everyone was homeless.

"The name's Chuck. Charles if you're fancy" Lilly wanted to bash this guy's brain in, but if he wanted to hurt her he would have done so already. Plus, she could prove to the group that she isn't continuously violent. "Lily."

"Yeah I know, I already met everyone outside." Lily was shocked to see that this "Chuck" had made himself right at home.

"That's great, I'm just going to get this bottle of water to the little boy out there. He's sick."

"Did you mean to say bitten?" Lily was shocked! Chuck knew even before she did. She thought that it was crazy in the way that trust goes around here.

"I had no idea." Lily explained, as she walked over to the rest of the group on the log. Kenny exited from the front of the car at the same time and he glared at Lily furiously.

"We need to talk about this first! You can't just barge in again. After what you did." They all sit on the log and a silence brews upon them, the group finds it enlightening after all that's happened in the past day.

"Anybody want some candy?" Chuck said he thought he could lighten the mood. "Is this candy safe?" Kenny asked politely.

Katjaa was quick to rebut "Yes I had some earlier Ken, don't worry."

"Well if we're going to have this discussion we need to ask the hard questions, we need the right people. Where are Carley and Lee?"

Lee had just finished fixing things at the front of the freighter: he unhooked the latch, turned all the knobs, but didn't start the train yet. He had met Chuck already and wasn't worried about the candy being offered to Clementine. Only one person was on his mind, Carley, he found out how the blanket wrapped him and Clementine and he also knew that he trusted Carley more than anything in the world. But before he could let her into his world with Clementine, he needed to make sure that she could love him, even with him being a murderer. After all, Lee knew about Carley's feelings towards Doug. But times had changed, Doug had been dead for 4 months and he knew that Carley was thinking about him. They had both opened up to each other on that porch yesterday and Lee couldn't forget about the kiss. God that kiss! It filled him with passion even though he was not the one showing his affection. He longed for something more with her and wanted to her hear whisper one more time "Don't call me small"

He hoped to God for a sign, a moment, something like what they had in the motor inn. This way Lee would know for sure that Carley had his back for the rest of their lives cause he knew for sure. He had hers.

Carley stared blankly at the car, she had no idea what to do. The Animal Crackers were right there, under the driver, the driver obviously being a walker. The seatbelt restrained the walker from his rightful meal and the walker restrained Carley from Clementine's meal. She needed to do this but she was unsure, there was a high risk and a high reward along with it. The risk was death, but the reward was feeding Clementine, which meant that she could have an in with Lee. She looked to her left and she could see Lee making her way towards her ready to help.

"Hey Carley" Lee said. "Hey Lee, I'm looking at those Animal Crackers… For Clementine of course." Carley was worried of what Lee would think if she was going for the food for herself, which she wasn't anyway.

"Well I could hit the walker with this monkey wrench." Lee wanted to show her his brains and her brawn. "No you wouldn't be able to reach" Carley explained,

"I don't know how long you think my arms are, but they're pretty long" Lee retorted, he made sure she understood what he could do. "I hope that's not the only thing that's long" Carley felt smart, but embarrassed about what she said.

Lee rubbed that back of his neck. "Ok, let's tone it down, Clem could be near by." "Yeah I guess so." Carley began to frown.

"Hey don't worry about it, maybe we could talk about this some other time. Ok? We still need to sort out what to do with Lily, but don't worry"

They stood face-to-face, closer than ever before. Lee put his hand on her cheek and caressed her. She felt at home in is hands and never wanted to leave.

"Let's team up on that walker" Carley said, she felt bad that she broke up their moment, but they both knew what this meant. They were both affirmed that they belonged together. Lee opened the door and Carley unlocked the seatbelt, she ran back and he closed the door crushing the walker's brains. They did it, they got the walker easily, their teamwork overcame probably the smallest difficulties in these troubled times, but it was enough. For now.

Lee and Carley knew now more than ever that the past was in the past and they were ready to move on to things. Although as usual there were other pressing issues to deal with.