ch 11

Chapter 11: Preparations

I hurt myself today

To see if I still feel

I focus on the pain

The only thing that's real

The needle tears a hole

The old familiar sting

Try to kill it all away

But I remember everything

She didn't know why she was nervous. Why should she be? Kenny was someone she knew, spent the last four months with, Carley couldn't explain why she was so butterflies-in-her-stomach nervous as she approached the cab door. In her mind she thought of what to say: condolences, spirited wit or maybe something wise like Lee would say. As her slim fingers grasped the cold metal knob, she decided she would just have to do as best as she could. She wished Lee had accompanied her, but he told her lowly that this was something she needed to do on her own. And she agreed, although it would have been much easier to have Lee by her side; he gave off the aura of someone who knew what they were doing, and this situation was not something she strived in. Carley cared, there was no doubt about that, but putting her thoughts to words so masterfully as Lee did was a characteristic she lacked. He was the man who put the pieces back together after all.

The door must have creaked louder than usual as she slowly swung it open. Kenny turned in his chair, looking thoughtful with his chin resting on top of his clenched hand. He questioned her appearance with a slight raise of his eyebrows. Carley took a moment to take in the surroundings before stepping inside and closing the door behind her. When she did look behind, she saw Lee leaning against the railing with Ben. That gave her some initiative.

"Hey." she greeted, turning back to Kenny with a small, friendly smile gracing her lips.

"Hi." he replied, with some well deserved suspicion in his eyes. Kenny wasn't dumb.

"So," her face began to warm, "I see you're well adjusted to life as a conductor."

He sighed, "Ain't like I got much of a choice."

"Right." she agreed with a small nod and frantically tried to think of how the fuck she was supposed to ease her way into what she really wanted to say. Kenny, at least, found some amusement from her predicament and waited patiently- enjoying seeing her squirm so awkwardly.

"What are we going to do once we reach Savannah?" she asked, might as well get answers to other questions.

"Get a boat." he answered simply, that was the plan.

"Yeah, but, what about shelter: a place to hide if things are as bad as Macon?" she inquired, they needed a place to put up fort: rest, eat, arrange themselves. Kenny looked impatient now and irritated.

"We're not there yet, let's leave it as that." he said shortly.

She accepted this compromise. Besides, she really didn't want to get on his bad side.

"Fair enough, I didn't come to argue. I-I wanted to see how you were holding up." she admitted with a beautiful blush coloring the tips of her cheekbones.

Kenny looked at her levelly, "I'm holding." was his reply. Truthfully, talking about Katjaa and Duck was something he really did not want to do. Especially not a second time: Lee was enough and he had done enough to put gauze over the gapping hole in his chest. Kenny really did appreciate Carley asking though, but wondered if Lee had put her up to it.

She understood his lack of compliance and showed another small smile that glinted with sadness.

"That's good, it really is. Look, I'm not going to lay on the sympathies because I know that it's really not going to help. In fact, it's probably really annoying at this point. But, I knew your wife and son and I am always going to feel so horrible about what happened to them. I can't imagine what you're going through and if you need anything at all, know that you can always come to me for help. That much, I think I owe you."

For a long moment Kenny stared at her, seeing the meaning behind her words and feeling a rush of gratification flood into his features.

"Thanks, Carley," his voice was tired, "I appreciate that."

"Of course." she replied gently.

Slowly, a knowing smirk formed on his face.

"I guess it's official." he said, and for a moment she didn't have a clue what he meant. But then she thought of Lee's lips against hers: the smell of pine encircling her and tugging on the collar of his jacket to bring him closer and her heart began to beat a little faster.

"I never thought of it like that." she replied, chuckling lightly. Official; it sounded like a term she would use in high-school. Nothing was certified between her and Lee. They just...were. She didn't think about how their relationship looked to the other members of the group and came to the conclusion that it didn't bother them. Why would it?

Kenny shrugged, "There was always something going on between you two: I just knew it."

"I think I did too." Carley admitted with a shrug of her own. Suddenly his expression grew more serious.

"Listen, it's no secret Lee has been through some serious shit before all this, with that senator and his wife...but I think we've all looked past it, at least I have. I mean, it really doesn't matter now, and I don't get a bad vibe from him. What I'm trying to say is: I trust that man with my life, and yeah there's been times I've doubted him, but before you get into this you need to know if you trust him too. Because he deserves happiness, and I think you can give him happiness, but you should be sure of what you want." Kenny said, this time his cheekbones flashed as he swallowed hard. There was no time for romance in their world, only dedication and loyalty. Kenny had doubted his loyalty to Lee before but he wouldn't make that mistake again: he just wanted to make sure Carley would do the same. She was good for Lee, and Kenny didn't want to see that goodness fizzle before it could catch.

Carley was touched to see that Kenny was looking out for Lee, and mildly amused that he was grilling her like a parent would. There was no unsure bone in her body about how she felt about Lee, her entire being rang with certainty.

Her words sounded with clarity, "I trust him more than I trust myself, and there's no doubt of how I feel about him. It might even be wrong to want the things that I want: happiness for starters. Do we even get to be happy anymore?"

"We all want to pretend that this world isn't as fucked up as it really is. But I think a little bit of happiness might just be our saving grace."

She looked at him with a tilt of her head, "It's weird to think about, isn't it?"

Kenny looked confused, "Happiness?"

"Being saved."

And for a moment the atmosphere grew thick with their thoughts.

"Yeah," he agreed dryly, "It really is."

"Ben." he sighed in exasperation, his head dropping as his hands ran over it. Ben frowned, he knew he was worthy of that sigh, because he wasn't really worth much. He watched the way Lee shook his head and how the creases deepened in his forehead.

He had just confessed everything: the bandits, the deal, Susan...every single ounce of guilt that had drained his mind of anything else. He needed to tell someone, and Lee was the right person to tell. But now he wasn't really sure of what the man was going to do.

"I know, I know I fucked up so bad...I'm sorry, I-I" Ben stuttered, his voice shaking like a scared puppy.

"Shut-up, Ben." he growled, his anger brushed over Ben like a heat-wave and the younger man took a tentative step back instinctively. The heat was followed by another sigh.

"Don't blame yourself, just stop doing that." Lee looked worn as he glanced at Ben with a mix of pity and irritation in his tone. It was understandable what he did, something Lee could sympathize because he was just a kid and kids were allowed to make mistakes. That was what he told himself as his anger subsided.

"You thought you were doing the right thing; even if it really wasn't. But you should have told me, Ben. Those men came and we weren't prepared, it was by luck that we weren't all killed right there." as Lee spoke, Ben raked his hands through his hair in frustration.

"I know, I know..." he murmured repeatedly, his limbs shaky.

"I thought he had my friend, but he tricked me and I was stupid enough to fall for it. I know I'm a fuck-up, Lee, I'm really sorry for everything." his eyes bulged as Lee frowned, looking down.

"I mean, Lilly almost killed Carley because of me. If you hadn't stopped her..." that was when Ben knew it was best for him to stop. Lee paused and Ben watched as his features stilled in a stone-cold casing: his cheekbones flashed once again. Lee hadn't thought of it that way and rolls of distaste churned in his stomach: waves of anger and fierce hostility washed over him in the long silence that followed. When he spoke, it was with extreme effort that he recalled the reason why he sympathized with Ben.

"Yeah you've done some stupid things, and yeah you've made mistakes...but I get it Ben- I understand that you feel you can never make up for every single bad thing you've done, hell, I wrote the book on it. But don't let that change who you are, there's going to be situations where you need to believe that you won't fuck everything up...you get me?" Lee didn't quite know what he was saying but he believed truly that Ben needed to gain confidence. The boy was in the gutter.

Redemption is such a tricky thing.

Ben swallowed, gulped really, and looked sick as he studied the tracks beneath them whirling by. If Lee was telling him that he needed to buck up and let the past stay in the past, well, he felt that he should try and fucking do it! But, forgiving himself was pretty tricky too.

"I understand." Ben replied softly, sneaking a long look at Lee who seemed very pained by what he had told him. If there was one person who Ben could say he looked up to, it would be Lee. There was something about the man that demanded admiration and a solid sense of respect. Ben respected Lee and what he was saying- even if it was too hard to accept. We all find it hard to sympathize with ourselves, especially when we can't accept the fact that we're possible to sympathize with. There's always going to be that one voice that brings out the bad and casts the good to the side, but in the darkest of people there can also be the brightest of lights.

Lee gave him a long side-ways look before breathing deeply and reaching out, placing one heavy hand on the boy's shoulder. Ben felt a surge of warmth rush through him at the weight of it, injecting and instilling some meaning to his earlier words. It took a moment before a small smirk appeared on his face. But when he thought about Duck and Katjaa and the look of sorrow on Kenny's face, any trace of life on his face was drained.

What have I become

My sweetest friend

Everyone I know goes away

In the end

And you could have it all

My empire of dirt

I will let you down

I will make you hurt

"Hello? Can anybody hear me?" Clementine tried for the third time, getting an erratic buzz of static in response. She let go of the button on her radio and idly flattened the small flower sticker on the back, biting her lip while she thought about her radio-friend. Was he lost forever now that they were moving so far away from Macon? It troubled her, because she liked talking to that man and exposing what was on her mind. It felt nice to have him always there, answering whenever she liked. But deep down, she felt some level of relief that he was gone...it was a secret she didn't have to keep from Lee anymore. She hated keeping it from him so much. Suddenly gloomy, Clem slowly put the radio back into her small back-pack and resumed watching the trees blur by as she dangled her legs from the train-car's edge.

"Hey, Clem." it was Lee, his voice gruffer than usual and chalky as if he had awoken from a troubled slumber. Clem frowned, acknowledging him dully with her head still hung. It was so tough on her, all of this. That was something Lee recognized as he wished so badly that there was anything he could to do ease all the pain on her little shoulders. He would do it in a heart-beat, anything to protect her from, well, everything. The look on her face erased earlier talk of s'mores and bonfires and fond memories stashed away in dark crevices of their minds, it brought back Lee's suspicion that something was weighing heavily upon her-more than usual- and he carefully took a seat next to her, observing worriedly and silently.

"You want to talk about it?" he asked, studying her expression with bleak sadness of his own. The corner of her mouth twitched downwards.

Yes, she thought guiltily. Because she wanted to talk about the radio-man, Chuck's warning, Duck and Savannah and her parents and...she couldn't.

"No." her voice was fragile and hurt and tugged at Lee's heartstrings.

"You understand what happened?"

"...Yes, I do."

"Okay," he paused and breathed deeply before continuing.

"What are you thinking about, sweet pea?"

Clem was hesitant to look at him but her thoughts were swallowing her up, bubbling and boiling inside her.

"What Chuck said." she finally replied quietly, her cheeks burning as she looked back down. Momentarily confused, Lee pondered what the hell the old man could have said that would effect Clem this much. Instinctively, his guard sprung up.

"What did Chuck say?" he asked, this time his tone flat-lined. Clem noticed that but continued.

"That what happened to Duck is going to happen to me. It was last night when I woke up...he said that Duck was just an example..." she was too tired to cry but her eyes warmed and her vision blurred as she stared hard at her knees.

Lee's mouth opened in shock, but his illusion quickly faded and it was replaced with hot, burning, anger. No one would say that to Clem, not his Clem. How dare seeds of doubt and fear be planted in her, she would not die and for someone to tell her that she would- it infuriated him.

"Like fuck he did." he breathed, an animal rattled in it's cage and gripped the bars with impossibly strong hands that threatened to break it's bounds.

Clem shrugged, "Swear." she reminded him.

"Sorry, look, Clem, that isn't going to happen to you ok? You're going to be fine, I-I'm going to go talk some sense into him." Lee started to rise, his fists already starting to clench into harsh swings. She turned to him quickly and grabbed said fist with pearly eyes that pleaded.

"Don't be mad, I don't want you to hurt anybody." she told him, and he sighed heavily before gently giving her hand a squeeze.

"I promise, I'm just going to talk to him." he assured her, but when he turned to leave he scowled in anger.

She watched him forcefully close the door behind him and decided that what he had just promised was probably something he wasn't going to keep.

Carley met him as she exited the cab and the small smile on her face fell when she saw his expression.

"Whoah," she breathed, bracing her hands against his chest cautiously and looking at him intensely. "What's going on?"

Lee felt ready to pounce and had difficulty replying.

"I gotta speak to Chuck." he answered shortly, she didn't buy the simple dismissal but lowered her hands to keep a firm grip on his forearms.

"About something that's got you pissed...so what is it?"

Lee cursed her curiosity, "You sure you really want to know that?"

Her face grew more serious, "What did he do?"

"He told Clementine that she's going to end up like Duck."

At first she looked like she doubted what she heard, the accusation seemed highly improbable.

"He told her what?!" she exclaimed.

Lee eyed her hardly, "Yeah, I know it's hard to believe. But Clem told me herself, and I want some answers."

Carley let go of him, her tone as well as her emeralds stiffened remarkably. There was something inside her that felt just as protective of Clem as Lee was. It was impossible not to be. This was Clem, the best thing they all had right now.

"How is she?" she asked with heavy concern filling her voice.

Lee looked conflicted, "As well as you'd think, it really bothered her and with Savannah-"

Carley hushed him with a nod and she gave his arm a supportive squeeze before moving behind him.

"I'll take care of her, you get your answers."

Lee greatly appreciated the fact that he wasn't alone in taking care of Clementine and he returned Carley's nod with one of his own before he made his way towards the cab door. Carley didn't even notice Ben (who was still mildly sulking) until he called her name nervously.

"Um, Carley?"

She turned to him, noting his state with unease, "Yeah, Ben?"

He looked like he was donating bone-marrow, "I'm sorry." he said hurriedly. He couldn't explain it all to her, it took enough out of him to do it to Lee! But he felt that he owed her at least this much, just the words.

Carley was confused, "For what exactly?"

For almost getting you killed, for causing those bandits to raid the motel and for Duck getting bitten and for everything else I've fucked up.

She was one of the few that actually had faith in him and Ben felt even worse talking to her now than he had with Lee.

"I just am, for everything I guess." he shivered lightly and broke his gaze from looking at her while a crimson flush appeared on his face. She hesitated on opening the door, wanting to speak with Ben, but Clem was more important at the moment.

"It's ok, we're all here aren't we?" she asked, not bothering to wait for the answer.

"We all were here." Ben added under his breath once she was gone.

I wear this crown of thorns

Upon my liar's chair

Full of broken thoughts

I cannot repair

He closed the door behind him while Kenny watched with curious/concerned eyes. Lee had barged in without a word and Kenny had been too surprised to question him about it.

He stood like a coiled cobra ready to strike, his arms were crossed so his biceps muscles bulged. The look on his face was menacing. All the anger piled together and condensed.

"Hey." he stated, oddly civil enough. Chuck could almost laugh, knowing immediately why he was there in the first place.

"How ya doin'?" Chuck replied in the same tone, turning towards Lee while leaning comfortably against the railing. But there would be nothing comfortable about their conversation.

"Don't talk to my girl anymore, not after what you said. If you know what's good for you, you'll stay the hell away from her." he seethed, chest heaving. The look of utter calm on the old man's face made it a million times worse. Chuck expected as much and bit down on his tongue annoyingly.

"Excuse me, son?" Chuck replied, insulted to be frank. He knew Lee wouldn't understand right away why he had said what he had said. The truth is always hard to accept.

"I heard you told her she was going to die; that she was going to end up like Duck. Why the actual fuck did you do that to a little girl whose been through more than you can imagine?!"

Chuck looked away and replied mindlessly, "'cos she is. That's what it's going to be like for her. Yeah, I only just met you folks and I know it's none of my business but I can tell you, sure as the sun gon' come up tomorrow, that ya'll keep going on like this and that girl ain't gonna make it."

Lee sneered with hatred in his eyes...but he was silent. He didn't speak because he was reminded of his dream and of all the times Clem had been in danger and of all the times he hadn't been able to protect her as well as he would have liked. He shook not with anger, but with fear of the truth to Chuck's words. Lee was strong, but deep down he had always known he wasn't strong enough for the both of them. Clem was his angel, but their world was too riddled with demons. The day when her halo would be knocked off her head was a day Lee thought was too impossible to imagine. But he had to think and prepare for the impossible: a day will come when he wasn't there anymore. And Clementine wouldn't be ready, fuck, he wouldn't be ready.

Fury faded visibly, leaving bitterness.

"You don't know that." he replied harshly, a swell of unexplained sadness burst in his chest.

Chuck licked his dry and cracked lips, "I know that you don't have a goddamn plan, not a real one anyways. We get to Savannah and then what?" The questionable condition of their group was easy for even a blind man to see.

"We find a boat." Lee replied immediately, of course that was the plan...

Chuck almost laughed, "You think that's a new idea? Do you have the foggiest idea of where you're gonna get one of those? I suspect all the boating goods stores are out of stock."

Lee didn't have as quick an answer for that. Kenny's plan was his plan, but that didn't mean he didn't see the holes seeping through. In reality, Lee didn't know how to fill them.

The old man sighed, he didn't want to put up further divides- he wanted the best for these survivors who've been through obvious hell and he wanted that little girl to out-live even him.

"Look, I didn't want to cause any trouble. I've seen things: children dying and...well, too much. All I want is for that little girl to beat this. Sit down, hash it out with her. Find a map for Christ's sake! And if something were to happen to you-"

"It won't." Lee said automatically, although inside he flinched.

Chuck studied him closely, "If it were, you gotta prepare the girl. Teach her to use a weapon, and for criminy, cut that hair- it's easy for a walker to grab onto that."

"She's just a little girl." he said, this time weaker. Chuck was telling him what needed to be done, but the thought of Clem, his Clem, with a gun, it was hard to accept.

"And she'll die a little girl if you treat her like one. Look, you gotta consider her a living person, that's it. You ain't little, you ain't a girl, you ain't a boy. You're not strong or smart, fast or slow. You're alive. Now, her hair...you got her going around with a mop that's going to act like velcro to any dead hand swingin' it's way. There's some scissors in my pack, take care of it before some walker does it for you...and then teach her how to use a gun-" Lee grinded his teeth together, "because like it or not, that's what saves your life from here on out. I don't mean to tell you how to do your job, because I know you care a lot about that girl and she's lucky to have you, but too many people have died already."

"...They have." Lee added with a slow nod.

Chuck's eyes burned, "Seein' another little girl die might just do me in. I can't take that anymore, not again."

Lee sympathized with him, despite the aching in his chest- he swore he would do anything to keep Clementine safe...and this made sense. She had to be prepared for that day.

"I understand, she needs to be ready. A plan, a hair-cut and a gun...it's good advice." he blew out an aggravated breath and gave a small shrug of his shoulders.

"It's somethin'" Chuck nodded.

Lee debated on whether or not to ask a question he had always wondered: Chuck's history.

"Well, be safe up here." he caved, there were more important things to take care of. Mildly suspicious, Chuck just smirked as Lee opened the door to the cab.

As soon as Lee stepped inside, Kenny rose from his chair curiously.

"Somethin' up? That conversation didn't look too friendly."

Lee shook his head, "It's nothing, he was just telling me about how I need to prepare Clementine for the worst."

Kenny raised an eyebrow, "What kind of worst are we talkin'?"

"I know, I know, but I do need to make sure she can take care of herself."

"I think she's pretty tough, for an eight-year-old that is."

Lee showed a small, proud smile, "Yeah, I know."

Kenny frowned, "Need any help?"

"Since when did you become so generous?" Lee asked, half-jokingly. Although this was a refreshing change of pace. Maybe Lee's earlier words had gone a lot of good. Kenny just shrugged.

"I figure since you saved my dumb ass from a few tight-spots, it's the least I can do. And all you've done for..."

My family, Lee finished mentally. The atmosphere grew serious and Kenny sat back down on his chair, bringing his fingers over the corners of his mouth.

"I'm good, man, thanks." Lee replied finally, easing his way to the door.

"And Lee?"

"Yeah?"

"You and me...we're, ah, we're good too." Kenny felt immensely uncomfortable. Their broken bridge had mended: it was fragile, but the pieces were put back together. Lee understood.

"I know."

Beneath the stains of time

The feelings disappear

You are someone else

I am still right here

She looked so lonely sitting there with her head down looking tiredly at the flitting trees. Carley bit her lower lip momentarily, gently shutting the door behind her. Clem heard her light foot-steps and felt the presence beside her, identifying it as Carley's.

"Hey, sweetie." she said, her voice so loving and warm as melted chocolate. Carley was always loving towards her, Clem had noticed this and had her own soft spot for the older woman.

"Hi." Clem answered timidly. Carley paused, not knowing how to go on further.

"Are you lonely here all by yourself?"

Clem looked at her unsurely, "No, I'm thinking a lot."

"About what, honey?"

"About everything. Back at the motor-inn, I used to think a lot too, but that was when I had my drawings to make me feel better. Sometimes it felt like my head was going to explode, but when I drew, that made it go away...is that weird?"

Carley smiled fondly and lights danced in her enchanting green eyes.

"Not at all. There's always something that makes us feel better. You know, when I was your age, I used to dance." Carley felt embarrassed because she really was a horrible dancer, but there had always been something so releasing about it that had eased whatever troubles she had.

Clementine liked that, "Like, ballet?"

"Any kind really, I used to love moving around and jumping along with music. My aunt Misha had a big country house and every summer me and my parents would visit. I remember every night, my uncle would turn on the radio in the kitchen and we would all have a fire outside and I would dance. They laughed at me, cheered me on, and I loved it so much. Those were the best times in my life, and like your drawings, it made me feel a lot better."

Clem pictured that for a moment, "I had fires too, me and my dad made the best s'mores...I wish I had my leaf drawings, I made one for you and Lee."

Carley rubbed her arm, "Hey, we'll find something for you to draw on again. Then you can draw me the best leaf drawing there ever was."

"Because I'm Ms. Van Gogh." Clem recalled what Lee had called her.

Carley laughed lightly, "Exactly."

"I would like to see you dance sometime, I wouldn't laugh." she said honestly. Carley felt a warm gush spread to her cheeks.

"Only if you dance with me." she challenged, Clementine blanked.

"I was the worst in music class." she replied disagreeably.

"I'm sure that's not true at all, sweetie."

Clementine shrugged and for a moment the two girls were silent. Carley didn't want to dampen Clem's brighter mood, and let what Chuck said to her fade from her mind. She would talk to him later, that was for certain. At that moment, the door to the train-car opened and both turned to see who it was.

"Lee." Carley stated, she observed he was less tense but more bothered than before. She questioned the situation with a raise of her eyebrows. He nodded and she accepted it.

"How are you guys doing?" Lee asked evenly, taking a seat next to Carley.

"Good," Clem replied, "Carley told me she loves to dance."

Lee looked impressed while Carley seemed embarrassed.

"That so?" he said, a glint of mischief in his eyes. Their shoulders rested together, like pieces of a puzzle coming together.

"I never said I was good at it, mind you." Carley eyed him, "Don't get any ideas." They smiled faintly at one another and she was over-come. He settled for snaking his hand around her waist, something he thought was subtle and sneaky but Clementine grinned knowingly.

"Oh I won't." he said lowly and the rumble of his voice plus the warmth of his breath against her caused goose-flesh to erect on her cool skin.

Carley got the feeling that they needed some time to talk and she regrettably made her move to leave.

"I better check on Kenny, see if he's seen anything." she said, Clem scooted over so she could rise. As Lee retracted his hand, it left a searing hot trail along her lower back and her face inflamed and she leaned in to whisper quietly.

"If you do get any ideas, just remember that I am handy with a gun." she joked, her voice heavy. Lee smiled to himself and sighed at the squeeze she had given his shoulder. Somehow he would get her to dance, he just knew it!

Clementine looked at him strangely as Carley finally left.

"What?" he asked, how much did she notice?

"I was right wasn't I?"

"Probably, but about what exactly?"

"You and Carley."

Lee recalled how she had told him that they must like each other and it was assuring to him now. He didn't know what had shifted between him and Carley, but it was good- whatever is was- it made him feel different. It made him happy, if that's even a describing word now.

"Yeah, Clem," he smiled, looking down, "I think you were."

"Good...that's good." she nodded, not quite sure what to say.

"Yeah."

"Were you mad at Chuck?" she dreaded the answer. Lee frowned.

"I was, but he made me understand something." he was careful now.

"That I'm going to die?" her eyes were wide.

"No, no, he made me understand that you need to protect yourself. We're not going to let anything bad happen to you, but there are some precautions we have to take."

She looked unsure, "Ok, yeah, I guess that makes sense..."

His eyebrows furrowed and he put his larger hand on top of her much smaller one, "Don't worry, sweet-heart."

Clem took a deep breath, that meant a lot and gave her a lot.

"What should we do?"

"Well," he struggled, "We figure out a plan for when we get to Savannah, teach you how to protect yourself and, uh, tidy you up a little so you don't get grabbed so easily."

Locks clicked in her mind, "I like that, it's...good."

Lee sighed in relief, things were going more smoothly than he thought.

"Great, you need to learn how to protect yourself." he used the train-car to help himself rise to his feet. Clem followed his lead and stood confusingly.

"Like, hiding or running away? I hid in my tree-house, got it." she offered, Lee shook his head and took out his hand-gun from the waist band of his jeans.

"With one of these," he started and saw her expression, "First, don't be afraid of it. It's just a thing, something you use but something important. Take it, but know where your finger is all the time. And don't put it on the trigger unless you want to hurt somebody, er, something."

It wasn't easy for him either.

He eased it cautiously into her hands and watched worriedly as she leveled with it.

"Ok, ok..." she muttered, it felt so ugly in her hands. She could use this thing?

"See, it's not scary."

"It's heavy." she complained, moving it up and down.

"You'll get stronger," he meant that in so many different ways.

You need to learn, Clem, you have to, he thought.

"To aim, you look straight down the top, through that notch," he tapped the top of the gun lightly while Clem did her best to soak it all in and to retain it as best she could. She turned to the back of the train-car and envisioned walkers, she gulped but felt her mind clear as Lee placed his hands on her slumped shoulders.

"Line up the site at the end with your target."

She bit her lip, "Is there anything else I should know?"

He thought for a moment, "When you're ready to shoot, take a breath, hold it, and fire. That way, the gun will be more steady and you'll be more relaxed."

"Okay, I think I got it." the words were set into her mind like stone, she just didn't know it. Lee got an idea, having spotted Chuck's bottles.

"Look, we'll practice with these." Lee suggested, setting a fifth of whisky out of harms way and arranging a bottle atop a turned-over carton. Clem took a few steps back as Lee rejoined her, she wasn't ready to use it yet!

"I know this is a lot for your first day, but you have to learn as quick as you can, ok?"

"What if I miss?" she replied nervously.

"We all do, it's natural." he assured her, "Are you ready?"

She swallowed hard, "I'm ready."

He nodded and placed his hands back on her shoulders. Clem raised the gun towards the bottle, suppressing the weight of it pulling her down. It wobbled dangerously.

"Don't lock your elbows," Lee corrected her, easing the crook in her arm. His stomach flopped madly.

"Sorry." she muttered, her expression pained.

"It's okay, let's take your first shot. Squeeze the trigger smoothly and I'll cover your ears, nice and easy." he raised his hands lightly over her ears as he spoke. Clem narrowed her eyes.

"Nice and easy." she repeated, concentrating hard at the muddled green bottle. She could do it, she could-

Bang

"Eek!" she exclaimed at the sound and the power of the object in her hand, she jumped, startled. If Lee was worried, he might have laughed.

"You okay?" he asked, removing his hands.

Angry because she had missed, Clem pouted and turned to him, dropping her arm.

"My hands hurt, I don't like it!"

"Lets stick with it, okay? It's important you learn."

"...fine." she sighed, turning back around and raising her arms once again. This time, Lee coached her and with another shot she had shot the bottle. It took three more bullets and reassuring a troubled Carley that everything was ok, before Clem could make the shot all by herself.

"I did it! I took a deep breath and held it steady, just like you said. I wasn't afraid." she exclaimed, smiling. Lee felt pride wash over him, Clem could do it, she could protect herself better now.

"I know you did, good job, sweet pea. It's good that you're not afraid, that's important too. We might even graduate you to walkers one day."

Her smile faltered, that was the real deal.

"Uh huh." she replied, knowing that would be different and much harder than bottles.

Lee saw Chuck's pack, "Good, now there's something else we need to do." he took back his gun while Clem sat back down.

"What's that?" she questioned, feeling much better about herself now. Clementine felt accomplished and adrenaline shocked through her veins. She knew how to use a gun, and she felt that brought her a little bit closer to Lee's level. That was an amazing feeling.

Lee was mindful of Clem's eyes on him as he pulled out the scissors from Chuck's pack.

"So, you're probably not going to like this...but we need to talk about your hair."

Clem's expression grew wary.

"It's not safe."

She scowled, "That's not nice, are you saying it smells?"

Lee paused, "No, of course not."

Clementine shrugged, "Because it kinda does..."

He smiled at her, "Do you remember when Andy St. John grabbed it and I got really mad?"

Clem wouldn't never forget the St. John brothers, "Yeah, I do." she replied uneasily.

"Well that could happen again, and if it's a walker..."

"It'll be bad." she finished for him, feeling her tangled locks for herself.

"Right, we need to trim it."

"Ok, do what you need to do."

Lee moved behind her as she removed her cap, he stared. How exactly would he cut her hair?!

"Just a trim, right?" she asked nervously, picturing the worst hair-do imaginable. Lee's face scrunched in concentration.

"Of course, it's a good thing. Don't mope."

"Do you even know how to do this?" she said anxiously, waiting to feel him tug at her hair. Lee looked left and right.

"It can't be that hard."

"...I'm going to look like a boy." she concluded sadly, wincing as Lee began. He turned her head, trimming as best as he could while she prayed she wouldn't look dumb.

Snip...Snip...Snip

"Chuck said there's going to be a time when you're not there to protect me, but you'll always be there, right? I mean, you won't leave me will you?" she asked, nervous. Lee frowned deeply as her black curls trailed to the floor.

"I'll never leave you, Clem, you know that." he replied. She didn't say anything, neither did Lee.

When they were done, Clem tied the pieces he had trimmed back with an elastic Carley had given her. She felt them throughly and turned to Lee, "Do I look dumb?"

He smiled and placed her hat back on her head, "No, you look cute, sweet-pea. And it's safer."

Slowly, she returned the smile as Lee brushed her hair off the edge of the train-car and into the breeze.

"Safer is good."

"It is. Look, I'm going to look for a few things that will help us figure out what to do once we get to Savannah." Lee stated, there was only one thing left to do and he was feeling more comfortable now that Clem was better suited for whatever awaited them.

"Ok, that's a good idea." she agreed.

Lee felt uneasy as he passed Ben but smiled as he caught Carley on her way back from the cab. In her hand she waved the note-pad on which he had seen the directions for the engine.

"I thought Clem might like this, something to take her mind off things."she said happily. Lee admitted that it wasn't a bad idea but wished he would have thought of it first.

"She'll love it." he praised, and Carley took his hand in her own.

"How was it?" she asked, referring to teaching Clem how to shoot (she had questioned about the noise). He intertwined their fingers mindlessly.

"She's okay with it, she's learning but it would be great if you gave her some pointers. You know, make the idea of it less intimidating."

Carley nodded, "Gotcha, and do I need to attack Chuck or is everything okay with him too?"

Lee chuckled lightly, "Everything's good with him, turns out he wants Clem to be prepared just as must as I do."

She frowned, concerned. "You've done enough," and gently, she smoothed his cheek. "She'll be ready, you've already taught her so much."

"I hope so, I really do."

"I know so." Carley winked and Lee's eyes warmed.

"You don't happen to know where I could find a map do you?" he asked curiously as she dropped her hand from his face.

"Try Kenny, he should have one up there in the cab with him. And do you, well, notice that something is off about Ben?" Carley voiced her earlier suspicions. "He's acting weirder than normal, I'm worried."

Lee decided he shouldn't be the one to tell her and that Ben vented to him for a reason.

"You should talk to him, he likes you since you've always stood up for him."

She took that to heart, "I should, poor kid..." and with one last smile, she departed. Lee sighed and made his way to the cab where Kenny wordlessly handed him a stained map of Savannah. It was a complex city to root through. He looked at various street names, parks and buildings that were jumbled together at junctions. But most importantly, he examined the train-tracks that led into the city. On his way back to Clem, he exchanged a quick look with Carley who was leaned next to a blushing and sulking Ben who barely moved his lips.

Whatever they were talking about, he hoped it was progress...

"What a crappy day." Carley tried once Lee had moved inside the train-car with his map. Ben shifted beside her, he was nervous now. Normal conversation? That didn't exist.

"The crappiest." he agreed, looking away as she sighed next to him.

"How are you holding up? I know it's got to be hard on you, hell, we all feel horrible." she stared and he looked at her just to see how intense her stare was.

I feel like shit, Carley, I NEARLY KILLED YOU.

"...I'm alright." he replied eventually. She patted his shoulder and her hand lingered there. Ben's face turned bright crimson at the touch.

"You can tell me, Ben. It's okay." she assured him.

For a moment, he almost spilled everything to her. She had always been on his side, or that's what it felt like to him. She would understand...wouldn't she?

Instead, he hung his head and shook it tiredly.

"I'm just exhausted, that's all. I-I feel sorry for Kenny and I-I miss the way things used to be." he answered finally, not quite sure if he was relieved when Carley dropped her hand. She smiled at him gently and Ben stared, how could he not? He fed off the warmth her expression gave him. He needed it.

"We all do, but things will get better. They have to, we've hit rock bottom. At least, I hope this is rock bottom."

"Yeah, I hope so too." he crossed his arms, admitingly feelings better now that he had some company.

But things are going to get worse, and I'm the rock that's going to drown us, he thought suddenly and his face greyed considerably.

What have I become

My sweetest friend

Everyone I know goes away

In the end

Her lips uplifted when she saw him this time and that brightened his own mood as he sat down next to her and spread the map out between them. She held down the edges and bit her lip as she looked at all the swerves on the page. It was a lot to take in.

"We need to talk about what we do when we get to Savannah." Lee reminded her.

"I know." she nodded smartly.

"The city could be bad, or totally under control..although I'm not sure about that,"

Clem thought it was odd that Lee hadn't talked to Kenny about this already.

He looked at her, "The thing is, you and I, we're a team you know? And a team needs a plan. Aside from everyone else, when this train stops, you and I should know exactly what we want to do."

And Carley, she's part of our team too, Clem thought in addition.

"I like that," she replied, "My parents are in Savannah, that's why they left me with Sandra..."

The babysitter, the voice-mails...the first day of their meeting flashed back to Lee with distinctive clarity. How could he have let that slip...his nerves scattered at the thought now. He wasn't going to lie, he wasn't so sure that her parents were even alive. But he knew what she had to do, it was what he would do and he wasn't going to take it away from her. There was a chance Clementine could find her parents, and that left him with an empty feeling that he knew he couldn't indulge.

"And we should look for them, you need to know if they're okay and if they're not, what happened to them."

"I'm sure they're okay!" she smiled broadly, and Lee thought that she was more hopeful than he ever was.

"It's best to stay positive, Clem." he supported her idea that her parents were savable, even if his own instincts were telling him the truth.

"That's what dad always says." she added suddenly, looking at Lee with a different expression. He chuckled although he felt uncomfortable.

"Let's look at the map, try and figure out where they were staying and we'll start there," he indicated on the map and followed the tracks with his finger, "Looks like we'll come right through town if there's nothing on the tracks to hold us up. Now, we've got a good chunk of Savannah here...what do you think?"

He was asking her opinion and suddenly Clementine blushed, "They always stay in the same place when they go there, mom likes the food...it's um, hmm Mar something. I remember because I was there once and they have really tasty deserts."

"It's okay, think on it...," he scanned the map for anything similar to that name until he came across a large sector. "Is this it, the Marsh House?"

"Yes that's it!" she exclaimed wildly, he smiled.

"We'll head there?"

"Yes, I think it's a very good plan! You'll meet my parents and-" she broke off at her sudden thought.

"What is it, Clem?" he asked amusingly.

"Can I, well, tell my parents, you know..."

That I'm a killer

Lee didn't regret telling Clem what he had done, but he was certain not everyone would be so understanding...if Clem even understood that is.

"I don't think that's a good idea, Clemmy, you know that not everyone will see it the way you do."

Her little nose twitched, "You're right, I can keep a secret..."

"Well, how do you feel?"

"Good, better, I'm glad we have a plan."

He smirked, "And you're a good little shot."

She giggled, "Thanks!"

"I guess we should see how far-"

"OH SHIT, HOLD ON EVERYBODY!"

Kenny's voice boomed loudly right before the train suddenly gave a deafening screech and throwing jostle. Lee held on to the train-car and Clem as they shook with the locomotive. Peeking out, he saw an underpass ahead with something hanging over the edge. Whatever it was, it really wasn't good.

"What happened?" Clem asked as soon as they came to a full stop. Lee jumped down from the train-car and stood open-mouthed at what they saw.

"Not sure..." he breathed, helping her down as she ran up to Carley who placed a hand on her back as they all walked ahead to see why they had stopped.

"Well that just about fucks us solid." Kenny observed loudly as Lee came up next to him. The under-pass was shrouded by an enormous transport truck dangling from the road overhead. The place was littered with vehicle parts, it didn't take long to conclude where they had come from. A car lay overturned nearby off the tracks.

"Maybe we could walk." Ben said emotionlessly, Carley looked pitiful while Kenny looked disgusted.

"That's fucking stupid, Ben." he sighed.

"I'm just saying..."

"We'll get around it," Carley reassured herself, "...right?"

"Hmm, I dunno; I ain't got a lot of experience with ya'lls fortitude but I say we can deal with it. We got a train after all." Chuck said thoughtfully, examining the wreck.

"Plow through it?" Lee said, with obvious doubt in his tone.

"The thing's not full of milk, Charles," Kenny's patience wore thin, "It's gas or diesel, something that's going to make us go boom."

Chuck turned to him, "You gotta get a hold of yourself. This is a crew here." he really didn't appreciate Kenny's remarks lately.

Kenny scowled and walked right up to Chuck, staring him straight in the face. How dare he tell him what to do, after everything...

"This ain't shit." Kenny growled, challenging the older man. Chuck simply look annoyed and blinked slowly.

"Yo," came a voice, everyone immediately followed the source upwards to see two figures on top of the underpass. The one who had spoken was a short man, with tanned skin and with dark, very short hair and the other was a much taller female with ashy skin, high cheekbones, brown hair tied back in a high bun and a saucy expression. They didn't look to be in bad shape. There wasn't any blood on their clothes compared to themselves (the man wore a short brown jacket with a black shirt underneath and jeans while the woman wore a purple and white fitted jacket with tight, light blue Levis.)

"You keep yelling like that and you're going to get your face chewed off! Trust me, you don't want that."

"You going to be any trouble? 'Cos be could have kept walking..." the woman's voice was accented with New York itself.

Lee and Kenny exchanged a look of disbelief before Lee stepped forward somewhat excited to see people...people! Clementine suddenly grinned and gripped Carley next to her who blinked in shock. Ben's eyebrows raised and Chuck looked, well, he looked like Chuck. Lee looked back at his group briefly and smiled to himself.

"Define trouble." he called back, Kenny smirked.

And you could have it all

My empire of dirt

I will let you down

I will make you hurt

If I could start again

A million miles away

I would keep myself

I would find a way