The others return back to their camp and Tabby (Anna Hutchison) asks where the car is. Madison (Missy Peregrym) tells her that they got overrun so they had to walk all the way back but Spencer (Scott Porter) says that they'll get more food and Rodney (Bobby Campo) tells him that they should go tomorrow since they just got back but Madison says that she'll go by herself and get food for the night then get the rest tomorrow. Tabby tells her that she can't go since she just got here and can't spend time with her but Madison tells her that she has to go and Tabby says that she'll go with her and won't take no for an answer.
Madison then agrees and asks if anyone else wants to go and everyone volunteers (except for Terri and Cole). Madison says that she'll take Tabby, Rodney, Carly (Cameron Richardson), Amber (Diora Baird), Paul (Randy Wayne), Cassidy (Leven Rambin), Brett (Max Thieriot), Billy (Patrick Flueger) and Gabe (Jay Hernandez) and tells the others to rest but Andrew (Adrian Pasdar) and Skylar (Adelaide Kane) volunteer and Madison lets them go.
While they're driving Madison sees smoke and tells Rodney to stop driving. Paul gets out of the other vehicle and asks why they stopped and Madison says that she sees smoke and that it could be someone. Paul says that they shouldn't bother them since they don't know what would happen but Madison tells him that they could ask for food and they all agree.
They reach where the smoke is and see nobody there but a fire and tents. A person tells them to drop their weapons and turn around. They see a bunch of people and the leader reveals his name as Ben (David Arquette) and tells them that they're hungry for food. Madison asks them for their names Ben introduces Angie (Hilarie Burton), Elizabeth (Alexandra Daddario), Ronnie (Josh Henderson), Garrett (Tony Oller), John (Brett Cullen) and Sophia (Dania Ramirez). Ben then asks if they have any food for them and they say they only brought a little bit but it's nothing. Ben then says that he'll just take the food and kill them afterwards. John tells Ben that they should let them go and that they don't have to die. Ben says that they don't know them and that they shouldn't trust any of them.
Madison tries to grab her machete but Ben grabs it and slaps her. Tabby then attacks Ben and Rodney gets her off of Ben. Ben tells Tabby if she attacks him again he will kill her. He then says that he's going to bed and tells the group to watch them. Ben then tells Sophia that he wants her to talk to them see if she can get information and she agrees.
Sophia takes Madison first and asks her what her name is Madison then tells Sophia her name. Sophia asks her if she has any family and Madison tells her that her only family is Tabby. Sophia asks her why she came here and Madison tells her that she wanted to see if they had any food so they can bring it back for their group back at their camp. Sophia asks Madison if she has a girl at their camp named Megan and Madison tells her no. Madison asks who Megan is and Sophia tells her that it's her half sister. Sophia tells Madison that she wants to find her sister but can't since Ben doesn't want them to leave but they all want to leave since they don't like Ben. Madison says that they shouldn't listen to him and just leave. Sophia tells her that it's not easy to leave and Madison says that they could help her.
Madison then tells everyone else her plan so that they could leave Ben. Ben then overhears this and tells Angie that she can't leave him but Angie says that she doesn't want to be with him and says that all he does is use them. Elizabeth says that they don't want to be with him and wants to go with her father John and her brother Garrett. Ronnie then says to Ben that he doesn't care for the group and only cares about himself. Ben attacks Ronnie and Madison pushes Ben off of Ronnie. Ben then slaps Madison in her face and pulls his gun out then points it at her. Ben is about to kill her but someone shoots him in the back and it is revealed to be Sophia. Ben says that he trusted her but she says that she doesn't care anymore and shoots him in the head.
Madison says that they can go with them but they decide not to go with them. Paul asks why they don't want to go and she tells him that they're not ready to be with new people. Madison then says to Sophia that she hopes she finds her sister and to be safe they then hug and they part ways. Madison looks back at Sophia's group driving away and smiles.
Missy Peregrym as Madison Andrews
Scott Porter as Spencer Ford
Anna Hutchison as Tabitha "Tabby" Andrews
Bobby Campo as Rodney Parker
Dana Davis as Samantha "Sam" Jackson
Cameron Richardson as Carly Jones
Adrian Pasdar as Andrew Blake
Julie Benz as Terri Blake
Adelaide Kane as Skylar Blake
Mike Vogel as Trent Compton
Oliver Hudson as Dean Chambers
Sean Faris as Cole Chambers
Max Thieriot as Brett Coleman
Jay Hernandez as Gabe Cortez
Nick Zano as Richard Mitchell
Randy Wayne as Paul Adams
Amanda Righetti as Kristi Blackwell
Leven Rambin as Cassidy Blackwell
Patrick Flueger as Billy Cooper
Diora Baird as Amber Martin
Brian Geraghty as Gavin Cavanaugh
David Arquette as Ben
Dania Ramirez as Sophia
Brett Cullen as John
Hilarie Burton as Angie
Alexandra Daddario as Elizabeth
Josh Henderson as Ronnie
Tony Oller as Garrett
First (and last) appearance of Ben.
First (and last) appearance of Sophia.
First (and last) appearance of John.
First (and last) appearance of Angie.
First (and last) appearance of Elizabeth.
First (and last) appearance of Ronnie.
First (and last) appearance of Garrett.
This is the first time that their are no zombie kills.