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Recap / The Walking Dead S 03 E 16 Welcome To The Tombs

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Season 3, episode 16

Welcome To The Tombs

The Governor wages war on the prison.

In Woodbury, Milton is brutally beaten by The Governor for burning the walker pit. The Governor admits that if he had been as ruthless as this from the beginning, Penny would still be alive. He then brings Milton into the interrogation room with Andrea, and declares that he will kill everyone at the prison. Milton is told to gather his tools and kill Andrea, although in the ensuing moments, Milton drops his tools and leaves a pair of pliers on the ground. Milton tries to attack The Governor, only to be stabbed in the gut and left to turn in the room with Andrea.


At the prison, the group loads up supplies in their cars while they get ready to leave. Carl is not pleased with the situation, and ignores his father's attempts to speak with him. Meanwhile, Daryl mourns his brother and Carol praises what Merle did. Elsewhere, Michonne thanks Rick for not going through with the deal and allowing her to stay with the group.

The Governor and his men gear up and assemble beside several military trucks. Tyreese informs him that he and Sasha want to stay behind to protect the citizens. Although he's angered, The Governor gives them permission. The convoy sets out and soon arrives at the prison, destroying a guardtower as they enter. When they pull up to the complex, no one is around, and they storm the now-empty cell block.

In the interrogation room, Milton tells Andrea to grab the pair of pliers nearby and free herself, then kill him before he reanimates. He then asks why she stayed in Woodbury after learning about the prison group, to which she responds that she wanted to save everyone. Outside, Tyreese and Sasha check on the civilians, and make plans to escape in case The Governor isn't pleased with them.


At the prison, the group of soldiers searches the cell block, while The Governor discovers an open bible Hershel left behind. The group moves further into the corridors, only to be surprised when several smoke grenades go off and the alarms sound. The Governor's men panic as walkers enter the tunnels, forcing them to retreat. As they run from the prison, Glenn and Maggie - wearing full riot gear - shoot at them.

Carl, Hershel and Beth watch the battle from the nearby forest, then see a young soldier run towards them. Carl orders the boy to drop his weapon, although the latter insists on handing it over. As he moves forward, Carl shoots him. Soon after, Rick meets with the others and intends on pursuing the soldiers. Carl is eager to take part, and boasts about his kill. Hershel indicates that the soldier was just a boy, while Carl says the boy drew on them and was forced to act.


The Governor chases the fleeing convoy and parks in front of it. He yells at the soldiers for abandoning the assault, only to hear them say that it isn't worth their lives. Incensed, The Governor opens fire and massacres the civilians as Shumpert and Martinez look on horrified. Allen, who is standing behind The Governor, turns his gun on him, only to be gunned down as well. The Governor proceeds to shoot several of the residents to stop them from reanimating, only to run out just before he shoots at a corpse which the only surviving civilian, Karen, is hiding under. Frustrated, he gets back in the truck with the two men and drives off.

In the interrogation room, Andrea works to grab the pliers with her feet, then realizes that Milton has died. She manages to cut through her bonds as Milton reanimates and attacks her, then screams as a gunshot goes off.

At the prison, Rick questions his choice to shoot the soldier. Carl admits that the boy was surrendering, but adds that he couldn't take a chance. He then brings up the fact that Rick's inaction led to Lori dying, and Merle died because of Rick not killing The Governor when he had a chance. Afterwards, Rick, Michonne and Daryl head out in pursuit of The Governor. They come upon the massacred soldiers and are investigating when Karen reveals herself, having hidden herself in one of the trucks.

As Tyreese and Sasha guard the perimeter, Rick's group arrives. A standoff occurs, which is only defused when Karen tells Tyreese to stand down and explains what happened with the convoy. Rick and Tyreese realize that Andrea didn't reach the prison and could still be in the town, and move to investigate.

The group discovers the interrogation room - inside, Milton is dead and Andrea is laying a few feet away. As Andrea explains how she tried to stop The Governor, she reveals that she was bit on the shoulder. Rick tells her that she's still one of them, and Daryl indicates that he finally understood how she felt about survival. Andrea asks for a gun, and Michonne tearfully stays with her as the rest of the group. Outside, Rick, Daryl and Tyreese hear a gunshot.

Rick and the others return to the prison - this time, with the remaining citizens of Woodbury and Andrea's body. As the civilians file off a school bus, Carl asks why they're letting more people in. Rick states that they're going to join the prison group, and Carl walks off angrily. Rick looks up at the catwalk, and realizes that Lori is not there anymore, indicating that he made the right choice.


  • All Your Base Are Belong to Us: Averted. The Governor and his men assault the prison, only to be waylaid and forced to flee when the alarms go off and walkers attack.
  • Ambiguously Evil: The young soldier Carl shoots while he's surrendering. Discussed later on, as Carl believes he would have tried something, though Hershel believed the boy had a true intention to surrender.
  • Anticlimax: The heavily-promoted prison assault ends with the attackers fleeing, while most of the casualties were nameless Woodbury soldiers who were gunned in a single scene by The Governor himself.
  • As the Good Book Says...: Hershel leaves behind a bible with a passage highlighted for the attacking Woodbury army to read.
  • Attack! Attack... Retreat! Retreat!: The Governor attacks with a barely-trained group of civilians who've never fought humans before. The prison group abandons the place but leave a trail of clues that leads the attackers into a bottleneck, where they're ambushed. Without suffering a single fatality, the attackers panic and rout, jumping in their vehicles and fleeing back to Woodbury.
  • Battle Couple: Glenn and Maggie seal their credentials this week.
  • Bittersweet Ending
  • Black Dude Dies First: Paul is the first member of the Woodbury militia to get gunned down by the Governor during his rampage at the end of the episode.
  • Book-Ends:
    • In "Seed", Michonne is looking after Andrea. In this episode, Michonne is once again tending to Andrea, though this time it takes a far darker meaning as the latter wants Michonne with her before she kills herself.
    • "Seed" started with a pullback shot of a walker's eye, while this episode begins with a pullback shot of The Governor's eye.
  • Both Sides Have a Point: Regarding Carl killing a young Woodbury soldier.
    • Hershel is disgusted with Carl's action, believing the boy to be surrendering. While that's up for debate, Hershel certainly has a point about Carl having become colder and colder the entire season, something Rick acknowledges.
    • On the other hand, Carl guns down the soldier because he ordered him to drop his weapon, not hand it over. Carl was likely remembering how Rick used the same tactic to get close and kill Shane last season.
  • Call-Back: Carl justifies his new Do Unto Others Before They Do Unto Us attitude to Rick by bringing-up past instances that could have been avoided had they acted quickly such as Carl himself not killing a walker that ends up killing Dale, Rick not killing Andrew which indirectly caused Lori and T-Dog's deaths and Rick not killing The Governor when he had the chance which results to Merle's death.
  • Chekhov's Gun: The "prison alarm" strategy from "Killer Within" is used to freak out the Woodbury army and force them to flee.
  • Chekhov's Gunman: Karen was introduced earlier in the season as the mother with an asthmatic child who was conscripted into the Woodbury army. Later, Karen becomes the only survivor of The Governor's massacre and helps Rick and the others defuse the standoff with Tyreese and Sasha at the Woodbury gate.
  • Continuity Nod: Andrea tells Rick she knows who how the safety works when requesting a gun from him, echoing her line in "Wildfire" when she said the same thing to him.
  • Death by Adaptation: Andrea.
  • Defector from Decadence: Majority of the Woodbury residents defected to Rick's group upon realizing what kind of a person The Governor is.
  • Driven to Suicide: Andrea, after revealing to Rick and the others that she was bit.
  • Even Evil Has Standards: Allen, Martinez, and Shumpert are visibly shaken when the Governor single-handedly guns down their entire Army before the latter does the same thing to the former.
  • Gory Discretion Shot: The Governor massacres the Woodbury army (mostly) offscreen, while Shumpert and Martinez look on horrified.
  • Heel–Face Door-Slam: After Allen sees the Governor for what he truly is when the latter guns down the whole Woodbury militia, he draws his gun on him...only to suffer the same fate a second later.
  • I Did What I Had to Do: Carl's response when Rick questions why he killed the young Woodbury soldier.
  • I Surrender, Suckers: Discussed. Carl believes that the Woodbury soldier wasn't going to surrender, while Hershel believes the boy would give up his weapon.
  • Karma Houdini: The Governor not only leaves a bleeding-out Milton to kill Andrea, but also slaughters virtually his entire army, then drives off without any consequences.
  • Killed Off for Real: Andrea, who is bit by Milton.
  • P.O.V. Cam: From Milton's perspective as The Governor beats him.
  • Pretend We're Dead: Karen plays dead under a corpse when The Governor massacres the Woodbury army. It only works because he had ran out of ammo while delivering headshots to the gunned-down people so they wouldn't become walkers.
  • Rescue Arc: The last part of the episode. It failed badly.
  • Scream Discretion Shot: When Milton attacks Andrea, the action (and gunshot) can only be heard as the camera moves back from the door to the room.
  • Season Finale: The third one.
  • Shoot the Shaggy Dog: Andrea's efforts to warn the prison group about The Governor's attack (over the past three episodes) end with both her and Milton dead. The only thing she can say to Rick and the others is "I tried".
  • Spared by the Adaptation: Carol, Hershel, Tyreese, Judith, Martinez and The Governor. All of them except for Carol and Judith are dead as of Season 9, though.
  • You Have Failed Me: The Governor massacres the Woodbury army when they refuse to attack the prison again.


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