At an abandoned public works station, Rick and Shane flee from attacking walkers. Shane barricades himself in a school bus as walkers bang against the door. Nearby, a bound Randall crawls toward a knife on the ground.
Earlier, Rick and Shane drive down a country road. Rick stops the car short of their destination - 18 miles away from the farm - to confront Shane: Rick knows what happened with Otis, and he knows about Shane's affair with Lori.
Rick asks Shane if he believes Rick is unable to keep his family safe. "You can't just be the good guy and expect to live," Shane replies.
"That is my wife, that is my son, that is my unborn child," Rick says. He would do anything for them.
Rick opens the SUV to check on Randall, who's bound, gagged and blindfolded in the trunk.
Meanwhile, at the farmhouse, Maggie confesses to Lori that Glenn lost confidence after the shootout at the bar. "Tell him to man up," Lori advises.
Back on the road, Rick makes plans for the coming winter, explaining that they have to conserve ammunition and stockpile food. Shane listens passively, staring out the window at a lone walker ambling through a field.
At the farm, Lori brings Beth a tray of food. Beth asks Lori how she could have a baby in such a world. "I don't really have a choice," Lori says.
Rick drives past the 18-mile mark, looking to leave Randall somewhere he'll have a chance. He pulls up to a public works station surrounded by a fence.
A walker in police uniform approaches. Shane draws his gun but Rick stops him. Rick cuts his finger and wipes blood on the fence. When the walker presses his face against it, Rick stabs it in the head.
"Gun's quick, easy," Rick says, "but there are other ways to do this."
A second walker in uniform approaches, and Shane follows suit.
Later, Rick siphons gas as Shane examines the policemen's bodies, noting they haven't been bitten. Rick points to scratches that likely caused their transformation.
Meanwhile, Lori collects Beth's lunch, which hasn't been touched. "It's just so pointless," Beth cries. As Lori clears Beth's tray, she notices a knife missing. She confronts Beth, who pulls it from under the covers and hands it over.
Rick and Shane drag Randall to the pavement. Rick drops a knife on the ground as he and Shane walk away.
Randall begs them not to abandon him, trying to explain he's a normal guy. "I went to school with Maggie for God's sake!" he screams. Rick and Shane freeze.
"He knows where the farm is," Shane speculates, drawing his gun.
Rick tackles Shane as he pulls the trigger, forcing Shane to miss Randall. Rick argues he needs time to think about what to do.
Shane counters that Randall could lead his people to the farm and accuses Rick of putting Lori and Carl in danger by sparing him.
"I don't think you can keep them safe," Shane concludes. The two begin brawling. Randall, meanwhile, crawls toward the knife.
Shane topples a motorcycle onto Rick, briefly trapping him. He goes to Randall and aims his gun, but Rick tackles Shane before he can fire. Frustrated, Shane grabs a wrench and hurls it at Rick. Rick dodges and the wrench goes through a building window.
Dozens of walkers begin pouring out through the broken window.
Shane flees the onslaught. A walker approaches Randall, who cuts himself free just in time to kill it. Rick empties his gun as walkers pile on top of him.
At the farm, Maggie scolds Beth for considering suicide. Lori and Andrea listen in from the kitchen. Andrea tells Lori she shouldn't have taken the knife away - Beth "has to choose to live on her own."
Lori counters that Andrea got through her own death wish by shirking her chores: "You sit up on that RV working on your tan with a shotgun in your lap," she snaps.
Andrea accuses Lori of taking her blessings for granted: Rick and Carl both came back from the dead, she's pregnant, she even had a romance with Shane. "The rest of us have piled up our losses, but you just keep on," Andrea says.
Meanwhile, Beth tries to convince Maggie that they should kill themselves. "I donÃ't want to be gutted," she says. "I want to go in this bed, tonight."
Andrea enters the room, offering to watch Beth while Maggie gets some air. With Maggie gone, Andrea opens the door. "The pain doesn't go away," she says, leaving. "You just make room for it."
At the public works station, Shane barricades himself in a school bus against the walkers.
Rick finds Randall and drags him to the SUV. From the school bus, Shane watches as his partner abandons him.
Unguarded, Beth locks herself in the bathroom and smashes the mirror. Lori pries open the door, but not before Beth has cut her wrist. "I'm sorry," Beth cries.
In the bus, Shane is losing ground to the walkers when the SUV bursts through a nearby gate. As Randall drives, Rick leans out the window shooting walkers. Shane runs to the back of the bus and dives into the SUV.
Andrea runs to the farmhouse after Beth's attempted suicide. Lori reports that Beth didn't cut herself deeply. "She wants to live," Andrea smiles.
Back on the road, Rick and Shane restrain Randall and toss him in the trunk. Alone, Rick admits he'll likely kill Randall - but he's still going to think it over.
"That is my wife, that is my son, that is my child," Rick repeats. "You wanna be with us, you gotta follow my lead."
Rick returns Shane's gun to him. "It's time for you to come back," Rick says.
Driving back to the farm, Shane stares silently out the window. Outside, a lone walker ambles aimlessly through a field.