MARCIE STOOD NEXT TO VIVIAN AND RICK AS THEY STARED DOWN AT THE STREET BELOW,

They were trying to come up with a plan to get out of there. There was no way they'd make it out on foot, so they needed a vehicle of some sort that could fit everyone.

"That construction site, those trucks..." Rick handed the binoculars over to Morales, "They always keep keys on hand."

Morales followed his eye line, "You'll never make it past the walkers."

Rick turned to Glenn and Vivian, "You got me out of that tank."

"Yeah, but they were feeding. They were distracted." Glenn argued,

"Can we distract them again?" Rick asked,

"Right. Listen to him. He's onto something. A diversion, like on 'Hogan's Heroes'." Merle mocked,

"Maybe we should send you down to be their distraction, Merle." Vivian snapped at him,

"They're drawn by sound, right?" Rick questioned the Korean man.

Glenn nodded, "Right, like dogs. They hear a sound, they come."

"What else?"

"Aside from they hear you?" Morales looked over at him, "They see you, smell you and if they catch you, they eat you."

"They can tell us by smell?"

"Can't you?" Glenn replied,

"They smell dead, we don't. It's pretty distinct." Andrea stated,

Marcie sighed, "I have an idea, but you guys aren't gonna like it."

And that's how they ended up in the basement of the department store, with Rick, Marcie, and Glenn wearing rubber gloves and plastic ponchos.

"If bad ideas were an Olympic event, this would take the gold." Glenn swallowed nervously,

In front of them was walker that T-Dog had taken down earlier. Marcie grabbed an axe she found and stared down at the body,

"And this will work?" Rick asked,

Marcie nodded, "I've done it before."

"Seriously?" Glenn asked, looking like he was about to puke,

"It wasn't the highlight of my life, but yeah. Actually, I just put it right on my clothes and skin but you guys are taking the conservative route." Marcie replied before raising the axe to chop into the walker,

"Wait!" Marcie lowered the axe and Rick searched the biter, pulling out a wallet,

"Wayne Dunlap. Georgia license. Born in 1979. He had $28 in his pocket when he died... And a picture of a pretty girl." He pulled out the photo and read from the back, "With love, from Rachel." He used to be like us... Worrying about bills or the rent or the Super Bowl. If I ever find my family, I'm gonna tell them about Wayne."

"One more thing..." Glenn stated, "He was an organ donor."

"Good one." Marcie smirked before hacking away at the walker's abdomen. Guts and blood began to pool out across the concrete floor and the others backed away, covingyr their noses from the stench.

"I'd rather take the sewer than this." Vivian muttered,

Marcie lowered the axe and stuck her hand inside the bite, taking out its' insides. She began to rub it over her poncho. Everyone began to follow suit, rubbing the blood over Rick and Glenn,

"I am so gonna hurl." Glenn grumbled,

"Not over me, you're not." Vivian told him, putting an intestine over his shoulder,

"Think about something else... Puppies and kittens." Rick encouraged,

"Dead puppies and kittens." T-Dog muttered, causing Glenn to turn around and puke,

Vivian stepped away. At least she couldn't smell the puke over the stench of the walker insides.

"That is just evil. What is wrong with you?" Andrea asked T-Dog,

"Next time let the cracker beat his ass." Jacqui stated,

"You suck." Glenn muttered,

"Do we smell like them?" Rick asked after their ponchos were covered in dark red.

"Pretty hard not to." Vivian commented, covering her nose in her elbow,

It was gonna be a hard smell to get rid of, too.

"If we make it back, be ready." Rick ordered,

"What about Merle Dixon?" T-Dog asked,

Rick reached into his pocket and tossed him the handcuff key. Marcie handed him the axe and took her knife out of its' sheath, prepared to use it at any moment if the herd attacked them,

Vivian walked over to Glenn and held out her crowbar, "Don't die on me, Glenn."

He took it from her, "I'll try not to." He sighed,

They stumbled into the alley and the two walkers didn't give them a second glance. The trio crawled underneath the bus before standing up in the street.

Marcella walked slowly through the street, trying not to draw any attention to herself.

The clouds above them were dark and she could hear thunder in the distance. If it rained, they were screwed.

Marcie led them down the street, Glenn and Rick close behind. She mentally cursed as she felt the first drops of water coming from the sky,

"If they smell you," Marcie whispered, "Run."

The rain fell harder. She looked down and noticed the red water covering the street below her. The guts were washing away.

"The smell's washing off. Isn't it? Is it washing off?" Glenn questioned,

"No, it's not." Rick answered before looking over at Marcie, "Well, maybe."

She gripped her knife tighter, "Get ready." She said quietly,

It didn't take long for the biters to notice that they were, indeed, alive. One came charging at Glenn and Marcie burst forward and stabbed it in the head, "Run!"

They began sprinting down the street, dozens of walkers chasing after them. They only paused for brief intervals to take down a biter coming near them.

They were so close, she could smell the freedom. Or it was the walker guts in her nose.

Rick and Glenn threw their weapons over the fence and Marcie stuck the handle of her knife into her mouth before the three of them climbed over.

They quickly took off the walker-infested ponchos and gloves, "That fence isn't going to hold!" Marcie told them as she ran after Glenn.

Rick turned around and began shooting the walkers climbing the fence. Glenn used his crowbar to break open the case where the keys were kept and grabbed one for the box van, "Rick!" He tossed him the keys.

The three of them sprinted to the van and got inside, narrowly avoiding the walker banging on the window, " Go, go, go, go!" Glenn yelled,

Rick put the van in reverse and Marcie watched as the fence fell, "We gotta go another way." She told him, "Lead them away from the store!"

As the walkers ran towards them, Rick drove another way out of the construction site and onto the freeway.

"Oh, my God. They're all over that place." Glenn panicked,

"You need to draw them away. Those roll-up doors at the front of the store... That area, that's what I need cleared. Raise your friends. Tell them to get down there and be ready." Rick ordered him,

"And I'm drawing the geeks away how?" Glenn asked, "I... I missed that part."

Marcie smiled at the boys, "Noise."

Rick pulled over into a parking lot that was biter free and they ran over to a red sports car. He used the crowbar to break open the window and the alarm started to go off. Marcie and Glenn kept watch while he hot-wired it with a screwdriver,

"Let's go, Glenn." Marcie got into the passenger seat while Rick got back into the van, "We won't be far behind you."

"Just keep the biters away." Rick told them,

Marcie saluted him as Glenn pressed his foot on the gas, "This is sweet." He grinned.

Rick drove the van back towards the store and they followed behind, "Those roll-up doors at the front of the store facing the street... Meet us there and be ready." Marcie ordered, holding the radio to her lips as Glenn drove past Rick, drawing the attention to the biters in the area,

And with that, the group that was still in the department store grabbed their bags and ran towards the stairs, "Come on! Let's go, let's go!"

Vivian sprinted ahead of them, making sure the coast was clear. The glass was cracking fast, and it wouldn't be long before the walkers were going to fill the place.

She stood in the loading dock and the others joined her, reaching for the chains. They stood there quietly, waiting for the signal,

They heard a loud siren getting louder, "What was that?" Andrea asked,

Marcie held her knife as they stopped on the street, trying to get all the biters to get close to the car. Glenn drove in reverse, allowing them to get close before backing away again. The biters slammed angrily on the car hood. Marcie guessed that they didn't like being teased.

"Alright, go, go, go." Glenn sped backwards before drifting to drive forwards again, the biters following,

The siren faded away and Vivian heard a tap on the metal. They pulled on the chain, revealing a box van with Rick inside waiting for them.

They quickly tossed the bags inside before jumping in. Rick held his hand out and helped Vivian inside before the two ran towards the front seats. Vivian sat in the passenger seat and glanced back at the walkers approaching, "Hit it!"

Morales shut the back of the van, sealing it off from unwanted biters as Rick peeled out of the loading dock.

Vivian leaned back in her seat, letting out a sigh of relief, and smiled over at the officer, "Nice moves, Fast and Furious."

He shook his head and gave her a smirk before she glanced back at everyone. They were missing a few people.

"I dropped the damn key." T-Dog stated when he noticed everyone's eyes on him.

Vivian cursed. Sure, she didn't like Merle. No one did, not even his brother, really, but no one deserved to be handcuffed to a roof and left to die.

If the walkers don't get him, the sun and lack of water will. And that is a horrible way for anyone to die.

Vivian sat up again, "Where's Glenn? And Marcie?"

Down the highway, Marcie grinned and Glenn sped out of the city. She put in a Queen CD and they laughed, "This is so awesome!" Marcie yelled,

Glenn looked over at her, "Whoo-hoo-hoo!" He cheered and she joined, "Yeah-hoo-hoo!"