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The group goes into a scuffle with Lilly's father, who quickly encounters a heart attack afterwards and requires medication from a nearby pharmacy.Another member of the group, Glenn, decides to salvage for supplies in a motel; however he is stranded in the motel, leading Lee and a news reporter, Carley to rescue Glenn.
After failing to save Shawn from walkers, Lee, Clementine and Kenny's family are banished from the farm.The group has survived three months at the motel, but food is scarce, and their explorations of nearby facilities have yielded little, though that have found and rescued Mark.Later, they come across high schoolers, Ben Paul, Travis, and their band teacher, David Parker.Lee excuses himself to look for Mark, and finds him near death, his legs cut off. Johns practice cannibalism, but the family overpowers and separates them.In the butcher's freezer, Larry suffers a heart attack, but before Lilly can administer CPR, the others smash his head, realizing it is too late for Larry and fear being trapped with a Walker.
After fighting off the police man (who turned into a walker after the crash), Lee meets Clementine, a young girl who was hiding out in her tree-house, as well as Shawn Greene.