"Prey" is the fourteenth episode of the third season and 33rd episode overall of the post-apocalyptic horror television series The Walking Dead, which originally aired on AMC in the United States on March 17, 2013. In this episode, The Governor (David Morrissey) hunts down Andrea (Laurie Holden) when she flees Woodbury, and tensions arise within Tyreese (Chad L. Coleman)'s group. Meanwhile, a traitor attempts to sabotage the upcoming meeting between Rick (Andrew Lincoln) and The Governor.

The episode was met with generally positive reviews, and was watched by 10.84 million viewers upon its original airing.

The episode cold opens with a flashback to Andrea and Michonne (Danai Gurira) on their own. Andrea asks if she knew Michonne's chained walkers before they turned, but she states they weren't human in the first place.

In the present The Governor is preparing a cell for Michonne at Woodbury, complete with a dental chair and a number of tools to inflict torture. Milton (Dallas Roberts) warns Andrea that the Governor has reneged on the deal with Rick's group at the prison, and plans to kill them all and capture Michonne. Andrea considers assassinating the Governor, but Milton knows that his second-in-command, Martinez (Jose Pablo Cantillo), will follow through on the Governor's plans. Instead, Milton urges Andrea to escape and warn Rick and the others. Andrea agrees but cannot convince Milton to come, and challenges him to stop looking the other way from the Governor's immoral actions.

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