When Kenny stopped the RV, nearly everyone woke up. Sarah's eyes fluttered open; she had slept with her head on Lilly's lap, but the older woman didn't seem to mind. She sat up slowly and yawned, and walked over to Carlos.

"Daddy, what's going on?" she inquired.

"We have something in the way," Carlos answered. "But don't worry, honey. We'll figure something out."

Sarah nodded and followed Clementine out of the RV. Both of the girls stopped and turned when Katjaa and Duck exited from the front, an ever-so-weak Duck clutching to his mother. The girls looked at one another, and Sarah wondered what was wrong.

"Is there any way to get around it?" Ben asked.

"Doesn't look like it," Kenny replied. "On foot, maybe. Can't really afford to do that now."

"This seems like a pretty safe area," Lee pointed out. "Nothing will be able to creep through on us."

Kenny nodded. "Okay, everybody out of the RV then," he ordered, and watched as the remaining members of the group, Carley, Larry, Lilly, and Carlos, came out of the RV. The question still remained as to who stole the supplies, but it seemed to be forgotten at the moment with this new predicament.

"We should look around," Ben suggested.

Lee agreed. "Yeah, everyone else just relax. Clem, you stay close to Kenny and Kat, okay?" He said to the little girl. "You want to help us look around?" He asked, looking over at Carlos who was talking to Sarah.

He nodded. "Sure."

"If you guys come across something to drink, I think Duck's a bit dehydrated," Katjaa said.

Carlos looked over at the woman empathetically. "Would you like me to take a look at him?" he asked.

Katjaa shook her head. "I think he's fine for now, but thank you."

Larry glanced over at the little boy suspiciously, but kept his comments to himself.

"Sarah, stay here with the others while I go help Lee with the train," Carlos turned to his daughter, who nodded obediently and went to sit between Carley and Kenny.

Carlos decided to go near the front while Lee examined the boxcar. Luckily, there was nobody inside, but there was a mattress that looked to be recently used. Had somebody made camp here? Whoever they were, they were gone by now.

Lee found a water bottle that looked nearly full, and he made a note to give it to Katjaa so Duck could have something to drink. He just hoped that Larry wouldn't try anything again if he found out.

Since there was nothing else of importance in here, he decided to head to the front of the train. Meanwhile, there was only short chatter between the rest of the group when they noticed an older man in a yellow jacket approaching them.

"Howdy, folks," he greeted.

A few of them stood up, and Larry gave him his all-famous glare. "Who the fuck are you?"

Carley began reaching into her back pocket for her gun in case this man tried anything funny. Sarah glanced around for her dad and noticed him by the front, but his back was turned.

"Whoa now, relax," the man said, holding his hands up. "I ain't here to hurt y'all." He turned and noticed Clementine, Sarah, and Ben. "You want some candy?" He began reaching into his pocket.

Clementine looked cautiously to Kenny, as if to ask for permission, and he nodded saying it was okay. "Sure!" Clementine said, and she, Sarah, and Ben walked over to the man to get the candy from him. "Wait," Clementine paused, "What about Duck?" She looked over at Katjaa who was clutching the boy in her lap.

Kenny shook his head. "I think he's okay."

Lilly stood up. "Okay, seriously, who the hell are you?" she asked.

"The name's Chuck," the man answered.

"What are you doing here?" Kenny asked.

Chuck laughed slightly. "I live here."

The group was still hesitant whether to trust him or not. He seemed friendly enough, but you could never know these days. People could turn on each other in just the simple heat of the moment situation.

"Are you a good guy, or a bad guy?" Sarah questioned, looking the man up and down.

"Definitely a good guy," Chuck answered.

Sarah smiled a bit at him as she opened up her candy, careful not to let it spill out. She followed Ben back to his spot, and the two ate their candy together. Clementine returned to her spot on the log.

"So...you're just out here on your own?" Carley inquired slowly, frowning. She still kept her gun in hand just to be safe. She looked around at the kids, and none of them seemed to have any reaction to any funny taste of the candy.

"Yup. Been on my own since long before this all started," Chuck nodded. "Just tryin' to make a living in here."

"Sorry to hear that," Katjaa said, still holding Duck close. He seemed to be getting more unaware of his surroundings.

"I don't trust this guy, Lilly," Larry spoke up then, glaring in Chuck's direction. "How do we know he's not here for any fucking funny business?"

"I don't know, Dad," Lilly replied. "We'll just have to keep an eye on him," she added.

Meanwhile, Lee and Carlos will still trying to figure out what to do with the train. They didn't know that Ben had ditched them to go sit with the rest of the group. They were at the front of the train, looking around. "I don't suppose you know how trains work, do you?" Lee asked, looking over at Carlos, and rubbing the back of his neck uncomfortably.

Carlos looked over all of the buttons and controls. "I'm a doctor, not a train conductor."

Lee chuckled. "It can't be too hard though, right?" he asked.

"I'm sure we can figure it out, or find something to help us," Carlos said.

Lee didn't reply, and walked forward. Inside the front cab, he noticed what looked like a dead walker sitting in the driver's seat. "Shit."

Carlos came up behind him, and Lee continued, "We got one. Walker. Sitting in the chair. We got im'."

Carlos frowned. "It doesn't look to be alive."

Just for good measure, Lee took out a wrench that he had found in one of the train's compartments and hit the guy in the head, causing him to fall over.

"Suppose we ought to look him over," Lee decided, and Carlos nodded.

Lee grabbed the dead man and sent him toppling to the floor. Surprisingly, there was a large dent that took off a good bit of his head, and he seemed to be long dead by the way he smelled. Needless to say, it was a pretty foul smell. By looking at the bloodied glass window, it appeared that the guy had gotten himself into an accident.

"I don't think he came back," Carlos commented, pointing out the obvious.

"Christ," Lee muttered.

"Hey, got it working yet?" someone asked, and Lee and Carlos noticed Kenny walking up behind them.

"Not yet," Lee shook his head. "But I think we can."

"How the hell do we get it moving?" Kenny asked as he sat down at the driver's seat.

"We're still trying to figure that out," Carlos answered.

"Man, this could be exactly what we need," Kenny said, as he looked over all the controls.

"We'll keep looking around then," Carlos replied. He knew that there just had to be something here that showed how the train worked. A manual or something of that nature.

"Did y'all check in here yet?" Kenny asked, referring to the cab that they were in.

Lee shook his head. "Not yet."

"You should do that first then," Kenny suggested.

"Good idea," Lee said.

Ever so briefly, he looked around until he noticed a flashing button. "Hmm..." He debated on whether or not to push it. But maybe it could help the train work a little better? Slowly, he reached out and pushed the button.

This caused the engine to roar to life, making the three men jump.

"Holy shit!" Kenny exclaimed delightedly. "This fucker does work!"

"How are we going to get it moving?" Carlos asked. He then noticed a note page with a page ripped out, and picked it up. "The instructions must have been here, but the page was torn off," he announced unhappily.

Lee approached him and took a look. "I can kind of see the indentations, if you look closely enough," he said.

He then remembered the previous day when he watched Clementine draw leaf rubbings. She had used a pencil to make the leaf appear on the paper, so maybe he could try it too. Lee took out a pencil he had found in the RV and scribbled onto the paper.

"Perfect," Lee praised.

"You can read it now?" Kenny asked.

"Yeah. Should be able to follow the steps to get the engine on."

"Sounds good."

Lee looked down at the paper, then back up to the controls. He followed the instructions carefully, and pressed the buttons in the same order as they were on the paper. "Holy shit!" Kenny exclaimed. "Whatever you did lit the dash up!" he added.

"I've gotta go outside to do the rest," Lee noticed, remembering the controls he saw earlier when he was searching for tools. He headed out there, with Carlos following behind. He then opened up the compartments, and followed the instructions on the paper once more. And with that, the train roared to life.

Carlos looked shocked, "You did it!"

"Holy shit!" Kenny said as he walked out of the cab, "We're golden!" he smiled. "Let's see if she'll move."

He and Lee walked back inside, while Carlos went back to the others to check on Sarah.

"It's all yours," Kenny offered.

Lee pulled the throttle, and the train seemed to only moved some inches when they realized that they were caught onto something.

"Damn it!" Kenny nearly yelled. "Of course, we're still attached. Can you go find out where we're stuck, and get us UN-stuck?"

"Yeah," Lee replied. He wanted to leave in this train just as much as Kenny did. He exited the cab and made his way towards the boxcar, getting out of it the other way. He soon realized that it was the coupler that was still attached, and he used his spanner to pull it apart.

"There," he said. Then he called, "Hey, Kenny, we're loose!"

Lee made his way back into the boxcar and glanced at the mattress one more time before he heard a voice.

"You touch any of my stuff?"

He turned around and noticed the man the others had met, named Chuck.

"Who are you?" Lee asked.

"The guy that owns this stuff," Chuck answered. "I guess it's no worse for wear," he added. "Name's Chuck, Charles if you're fancy."

"Lee," Lee replied.

"That your crew outside?" Chuck asked.

"Yeah."

"And the guy up in the cab?" he asked again.

"Him too."

"I saw you walking through here and thought about scaring the pants off ya," Chuck said, smiling slightly.

"What?" Lee questioned.

"But I couldn't force myself to do it," Chuck continued.

"You're still kinda freaking me out..." Lee replied.

"Train folk'll do that," said Chuck. "Already met everyone outside; they all warmed to me right quick in direct sunlight. Well, most of them anyway." He had to be talking about Larry and Lilly in the last sentence.

He climbed out of the boxcar, and Lee followed. Clementine walked up to her guardian and smiled at him.

"You met Chuck!" she exclaimed.

"Yeah, I did," Lee confirmed.

"It's so nice to meet someone normal for a change," Katjaa mused.

"He gave us candy. Ben, too!" Clementine chirped.

Lee turned and noticed Ben still chewing on the candy that Chuck had given him. The teenager looked up at Lee sheepishly. Nearby, Sarah was offering to share some of her candy to Carley, but the older woman kindly declined.

"Welcome," Lee decided to greet as Chuck stood up from the log.

"Thank you," Chuck replied.

"You met Kenny?"

"Sure did," Chuck answered, taking his seat again. "Man shares my love of the road."

"That's for certain," Lee confirmed.

Everyone then heard Duck begin to cough quite loudly. Larry glared, but surprisingly didn't say anything. Chuck on the other hand, went over to Katjaa and knelt down in front of her and Duck.

"I'm awful sorry your son's not feeling good," Chuck told her. "I'm sure with a little TLC he'll be fit as a fiddle in no time."

Katjaa smiled. "I appreciate your concern."

"And I can offer y'all whatever I got, although it ain't much," Chuck continued.

"Thank you. We'd like to do the same."

"Why don't we hold off on..." Kenny began.

"Stay with us. We'd like the company," Katjaa said.

"The hell we would," Larry muttered.

Kenny ignored him. "We don't got much left, so just gather whatever you have."

Everyone got up from where they were sitting, but Sarah and Clementine stopped in front of Lee and Kenny, both girls looking solemn.

"Duck's sick," said Clementine.

"Will he be okay?" Sarah asked.

Lee looked over at Kenny, who seemed to only look sad for a moment. "He should be fine, girls, don't worry," Kenny answered. "Get on the train." They obliged to Kenny's order, and got in the boxcar with everyone else. Katjaa and Duck were the last to come. "Let me look at him," Kenny said.

"He's getting sicker," Katjaa said. Kenny's eyes went wide, and he knew his son was getting worse by the moment.

"Let's just keep going," Lee suggested, knowing that Kenny and Kat were hurting right now.

Kenny nodded. "Alright. I'll be up front." He walked to the front cab with Lee following, while everyone else settled in back. Lee pulled the throttle, and the train slowly began moving.

Lee and Kenny smiled at one another for their short victory, but Kenny's smile was soon replaced with a cloud of sadness.


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