The Governor finds Milton in his lab, listening to his earbuds, and scares the bejeezus out of him by tossing something on the desk in front of him. Milton fumbles and babbles, all intimidated, but the Governor just wants to know if Milton is staying. Milton says he never considered doing otherwise, and the Governor's glad to hear it, saying he thinks of Milton as a friend. "I counted on Merle as well. Martinez, he's a good solder. He'd take a bullet if I needed him to. Would you?" Milton stutters unconvincingly that he would. The Governor says he's not so sure about Andrea, and asks Milton to keep an eye on her. Pretty two-faced for a guy with one eye.
Later, Andrea goes to look for Martinez on the wall, but nobody there wants to tell her anything. She goes on to intercept Milton, asking where the Governor is. Milton isn't in sharing mode either.
Glenn and Carl return to the cell block. Glenn's flak jacket is spattered with walker-blood, apparently from the two of them having just escaped a whole mess of the critters just outside the boiler room. Glad we didn't waste any time having watch humans fight zombies or anything. That area used to be clear, but apparently fresh walkers are streaming in from outside. That new information has more of the group coming over to Hershel's side on the question of staying versus leaving, especially with this risk of the walkers pushing into the cell block or showing up in a herd big enough to bring down the fence. Still, though, where are they going to find something better? Glenn wants to go scout the far side of the prison in a car. Axel offers to drive, but Glenn wants him working on the fortifications and says he'll take Maggie instead. "You sure she's up to that?" Hershel asks. Glenn doesn't answer, so I guess he's going to go find out.
He finds her crashed out on a bunk in one of the cells and asks her unsympathetically, "Where have you been?" Like it's some big mystery. He tells her about their new mission, but she barely moves, let alone speaks. [Note: Who does she think she is? Michonne? -- Rachel.] He says they need to talk about what happened. Barely rolling over to face him, Maggie tells Glenn about her encounter with the Governor in the basement back in Woodbury. She says again that he didn't rape her, and asks bitterly, "Do you feel better?" He doesn't seem to. She tells him that she could take off her shirt or he would take off Glenn's hand. "I'd just listened to Merle beating the shit out of you in the other room. What could I do?" Glenn makes a move to comfort her, but she angrily pushes him away and tells him to leave. So does this mean Axel's driving after all?