The cold metal chilled Lily's back as she sat alone in contemplation, in the solitude of her constructed wall; except for Edith, who she trusted dearly. Lily turned her gaze to the right, seeing Edith sitting in a wooden chair patiently, next to the green supply bags Lily instructed to distribute to pilgrims looking for safe passage. She didn't see this as her own personal moral decision, it was to keep her people's faith in her, make them believe she is the compassionate leader that led them to safety. She held her sniper rifle close, in case some pilgrim's decided to cause some trouble like the family of three did some time ago. Lily shut her eyes and tried to forget where she was, what she was.

"Pssst!" Edith hissed at Lily, getting her to open her eyes and glare at her. "There are some people." She stated.

Lily sprang up and stuck her sniper rifle through one of the openings of the wall and focused her sights on her visitors. In her sights were two people, Clementine, and Kenny. She frowned, remembering their experience in the meat locker. She focused on Kenny as he turned to Clementine and told her something before beginning to approach. Lily fired.

Kenny and Clementine stopped, startled.

Edith eyed Lily with an expression of surprise on her face.

Lily intended to kill Kenny, instead, she missed because he was holding an infant.

"If you've got something to say to me, say. It." Lily snarled with a menacing glare.

Instead of responding, Edith grabbed the microphone, "That's far enough." She spoke as she watched the pair.

Clementine raised her hands, most likely instructed by the man accompanying her.

"Tell them to drop their weapons." Lily ordered.

Edith nodded, "Drop your weapons." She added into the mic.

Clementine pulled out her pistol and tossed it to the side.

Lily nodded once more. Edith understood.

"Approach the gate."

Edith stood and took position near the balcony.

"What was that shot for?" A man asked through her radio.

"Just a couple of people at the front gate. They don't look like trouble." She informed the man on the other line.

"Let them off easy."

"Sounds good." Edith replied just as Clementine and Kenny neared the balcony. "Hi, I'm Edith."

"Name's Kenny, and this here's Clementine." He replied.

"Hello." She greeted once more before noticing Alvin. "Aw, what a handsome boy. Look at him." Edith observed, trying to instill guilt upon her friend hiding just a few feet away. "What's his name?" She inquired.

"Alvin... Junior." Kenny told her.

"Aw, he's gonna be a little heart breaker when he grows up." She commented.

"Can you let us in? We're really hungry." Clementine asked.

Lily shook her head in a 'no' motion, aware of Edith's soft spot for struggling survivors; she had let others in, against her judgement. Though she trusted Edith, she also knew her well. Edith turned noticing Lily in her peripheral sight.

"What?" Clementine asked.

"Well, I'm afraid this is the part where I give you the bad news." Edith informed her before grabbing one of the green bags and dropping it over the balcony in front of them. Lily crossed her arms, not anxious to hear what was coming next.

"The hell's this?" Kenny questioned.

"That's some supplies, food, water, a first aid kit-"

"What? Why are you giving us this?" Kenny asked again, worry in his tone.

Lily turned away from Edith, about to hear the same thing she had heard dozens of times now.

"Unfortunately, our community isn't accepting new members. We're over capacity as it is, there's just not enough to go around if keep letting people in... Things might change in few months-"

"You gotta be fuckin' kidding me." Kenny said through his tired, disappointed face.

"I'm sorry. I really am." Edith told them.

"So, we're just supposed to take this and go?" Kenny asked.

"But there's only two of us." Clementine told her.

"I know dear, but I don't make the rules." Edith replied, turning slightly in Lily's direction as she spoke then back to Clementine.

"Do you know what we've been through? You have any idea what it took to get here? And now... now you're just going to turn us away?" Kenny questioned.

"Look, I don't mean to be harsh, but a whole lot of other people went through a hole lot of stuff to get here too, and they all got here before you. And don't think you're the first one's we've had to turn away." Edith told them, not hiding her sorrow from Lily, "You're not. But that doesn't mean I'm not real, real sorry to have to do this. If it was up to me, I..."

"Just take the kids!" Kenny spoke up, stepping forward.

"What?" Clementine asked.

Lily was also caught off guard, she never thought she'd see the day where Kenny did something for someone else's sake, and not his own. Lily began listening intently.

"Please! Just take the kids. It's too dangerous out here for them." Kenny began to plead.

"Kenny I-" Clementine said, trying to gain his attention.

Kenny ignored her and began stammering and begging further, "It's just a little girl and a baby boy. You can make room for that. You can take back the supplies you gave us if that helps. Please, just... I need them to be safe... And it's safe in there, I know that. Just ask someone, please? They won't make it out here... please."

Edith shook her head.

Lily stood still, taken back by the sincerity of the man she presumed to be her worst enemy.

"I'll... I'll ask, just gimme a second." Edith told them before turning and approaching Lily.

Lily turned and they both walked into the next room, sliding the metal door open.

"What do you think? We can't just let those children die like that, you heard the man. There are single family's with no children, maybe someone could adopt?" Edith asked.

Lily stood in silence for a brief moment, "Alright, but, just the children." Lily told her, the corners of her mouth pointed down.

She nodded. The pair made their way back to the balcony. Lily shut the metal door and waited to hear what was coming next. Edith took position back over the balcony.

"We can take the children but, just the children... I made the case that-"

"Thank you! Thank you." Kenny told, overcome with joy before turning back to Clementine, "Listen. Okay? Listen. This is your chance. for you, and this boy." He told her as he handed the child down to her and placing his hands on her shoulders, "I don't trust myself to keep you two safe... not anymore. Please... I'm begging you, please stay here... stay here where it's safe. Where you two will have a chance."

"No. No. No. Why are you doing this?" She cried.

Kenny began tearing up at the sight of her crying, "Because it's the only way... for both of you. Think bout Alvie here... Please, Clem, just... do as I'm askin'... this one last time... You'll meet people... You'll make friends... People better than me... Good people... That don't have to look at you... and feel ashamed at what they've put you through... Please, Clem, please... Where you won't have to sleep with a gun next to you every night... Where you can be a kid for awhile..."

"Okay... okay, we'll stay. We'll stay." Clementine told him.

Kenny wrapped his arms around them and hugged them passionately, "Good... good. This is the right decision. Okay... right. When he's grown, you tell him about his mommy and his daddy and all the people who tried to keep him safe... you tell him. Okay? He deserves to know."

He got back to his feet and began stammering and looking around, "I got... Oh, here... here... take this." Kenny suddenly pulled his hat off and handed it to Clementine. "When he... when he's old enough, you make him wear it. It'll... it'll keep the sun out of his eyes. That's important. All right. Good." He then turned and looked up at Edith, "Keep an eye out for 'em... please." He told her.

"I will..." Lily whispered. Edith began making her way down the stairs.

"Now... You take care of Alvin here... you... you live a good life, okay?" He told the girl before leaning in closer to her. "Don't waste this. Okay? Now... I'm gonna go... I'm gonna go before one of us... changes their mind." Kenny told her before picking the green bag up off the ground. "Now... I'm gonna walk away and... I might not look back... not 'cause I don't want to... I'm real glad to have met you, Clementine." Kenny began walking away from the wall.

Lily felt a pair of tears make their way down her face. Could she be, saddened by the man who killed her father, in pain? Lily then pulled a lever, opening the gate for Clementine.

"Wait... where's Lee?" She asked herself.