Philip Blake (TV Series)

"In this life now, you kill or you die...Or you die and you kill."

- The Governor to Milton after stabbing him.

Philip Blake, better known as "The Governor," is the main antagonist of Season 3 of The Walking Dead. He is a survivor of the undead apocalypse who is in command of the fortified town of Woodbury after the outbreak.

Appearance and Personality
The Governor is a very tall, slim built Caucasian male with brownish-grey hair. He is often seen wearing a navy blue shirt with a vest, beige pants, a watch, and a sheath that holds his gun and signature weapon, the Bowie knife. After the severe damage dealt to his eye at the hands of Michonne, Philip is forced to wear an eye-patch.

The Governor plays off a façade of a stern, just leader, but in reality is a sinister and disturbed man. He is a smooth talker, commonly able to talk his way out of situations and uses this ability to manipulate others into doing his bidding. He is obsessed with keeping power, and prefers to be in control at all times. However, he also has dark secrets; such as keeping the reanimated corpse of his daughter and having a room filled with walker heads.

Location Unknown
Philip was a family man, having had a wife and daughter named Penny. He was dissatisfied with his plain, mediocre life. He was an office drone, working for a younger boss who frequently hounded him. His wife died in a car accident eighteen months prior to the outbreak, leaving him and his daughter to rely on one another. Milton Mamet reveals that he knew Philip before the apocalypse.

Woodbury, Georgia
Philip eventually arrives at the town of Woodbury, where he somehow takes over and becomes the leader for the township. Penny was infected at some point and reanimated. Philip is nicknamed "The Governor" by his own people.

"Walk With Me"
The Governor arrives at a recent helicopter crash scene with a handful of men including Merle Dixon, Shumpert, Crowley, Martinez and Tim, in trucks. Unbeknownst to them, Andrea and Michonne were watching from a distance. While investigating, he finds one of the soldiers as a zombie. He takes his knife and stabs the bisected man through the top of his head. They investigate the helicopter and notice that the pilot survived the crash and is still alive. As they put the surviving soldier in a truck, Michonne's pet walkers begin making noise, drawing their attention.

He and his men look around, which causes Michonne to quickly take the pets out. Merle eventually finds them and they are captured. Merle loads the two in the truck and they drive to Woodbury. While Michonne and Andrea are in the hospital, The Governor comes to check on them. Michonne demands her weapons, he says they can't leave yet. Andrea asks about why they are being kept as prisoners, to which he tells them they're not prisoners, they're guests. He shows Andrea and Michonne around the secure town of Woodbury. Andrea questions The Governor about why people call him like this, he tells her that it's just a nickname, Andrea says that "governor" is a title, not a nickname. Later, he gives them an apartment and tells them to spend the night so Andrea can rest, he also tells them to come over to his place in the following day.

Early the next morning, he goes to a hidden laboratory, where he has Milton Mamet experimenting on walkers. When The Governor arrives, he finds Milton and Merle having a discussion, to which he compares to a school fight. The Governor questions Merle about Andrea, Merle reveals that she was from his group in Atlanta, but she was separated from them. The Governor asks Merle to investigate more about it, after Merle leaves, Milton says that he should do it, since Merle is not the right person to question Andrea and Michonne. Milton tells him about Michonne's walkers, about how they had starved and were being used as camouflage. The Governor enjoys the idea. Milton once again asks to meet the girls so he can ask them questions. At breakfast, The Governor answers Andrea's questions about Woodbury. He leaves early to check on the surviving soldier, Lieutenant Welles. The soldier asks about his two fellow soldiers that were in the helicopter with him, The Governor says they didn't make it. He asks the soldier where his camp is, so he can bring in his fellow soldiers, Welles tells him about the camp where his military comrades are stationed at. The Governor sets out to the camp/military convoy.

He arrives at the camp showing a white flag, one soldier questions what does he want, and The Governor tells him that Welles' helicopter crashed, but he survived and is being treated. The soldiers are happy to know that Welles is alive, but then The Governor surprises them by shooting one of the soldiers. The Woodbury soldiers come out of the bushes and kill the others military soldiers during the distraction. The Governor picks up an M16 and looks around the campsite for supplies. When he sees a soldier running away, he shoots the soldier, before ordering Tim to finish him off. Later, he and his men arrive back at Woodbury with the military trucks and supplies. The townsfolk reunite around him, and he lies saying that the soldiers were dead when they arrived. When everybody is going back to their homes, The Governor approaches Merle and Milton, giving them unknown orders. As he leaves, Andrea approaches and asks for his name, which he denies her. Later that night, after apparently having sex with Rowan, The Governor goes inside a secret room in his apartment, where he stores walker heads inside fish tanks. One of the heads is Lieutenant Welles, The Governor watches them for entertainment.

"Killer Within"
The Governor comes across Michonne, who is inspecting one of the army trucks stolen from the National Guard and driven into Woodbury. The Governor keeps to his story that the men died fighting against walkers, and that the bullet holes were probably from fighting an enemy before. The Governor has a parting drink with Andrea (since he has gotten news of her wanting to leave). He tells her about what happened to his wife, saying that she died in a car accident before the outbreak. As Andrea is leaving, he reveals his real name, Philip, and tells her that she can return to Woodbury at anytime. Later on, The Governor is playing golf when Merle talks to him, requesting his permission to go on a scouting mission to search for Daryl, Merle's missing brother, as he now has the location of the Greene Family Farm. Initially, The Governor refuses since it is too risky, but agrees to accompany Merle on the search if he can get more concrete evidence.

"Say the Word"
The Governor is seen brushing the hair of his undead daughter, Penny. When he accidentally tears a chunk of her scalp, she goes into a fit of rage. The Governor restrains her, but notices that Michonne is glaring into the window at the two of them (although she cannot see Penny's face as The Governor covered it). Later on, he makes a speach at the town's barbecue, saying that on this day, they celebrate how far Woodbury has come. He, Milton and Merle head to his apartment to get more drinks, Milton tries to convince him to cancel the celebration so he can make an experiment at his lab, but The Governor refuses, telling Milton to forget about work at least for one day and celebrate with everybody. Tim discovers that Michonne broke into The Governor's apartment to steal her katana, and slaughtered several walkers in an industrial courtyard near Milton's lab. The Governor admonishes her, and offers a spot on his research team, she grabs her katana and holds it to his throat. She then decides to leave Woodbury with Andrea once for all. Later on that night, The Governor notices that Andrea is still in Woodbury, she tells him that she wanted to stay and Michonne left without her. He invites Andrea to a gladiator fight including chained-up walkers and a fight between Martinez and Merle. While Andrea is disgusted by it, The Governor believes it to provide entertainment for the Woodbury citizens and a way to keep them from fearing walkers.

"Hounded"
Knowing that Michonne is dangerous, The Governor sends Merle, Crowley, Tim, and Gargulio to kill her. Later, Andrea asks if she can help out with something. He says she can, she asks to be on wall duty, and he agrees to it. However while on wall duty, Andrea leaves the walls to kill a walker, causing The Governor to scold her. She apologizes, and also reveals to him she liked the walker fights, but was ashamed that she did. He tells her she doesn't have to be ashamed, because he loves them. He reveals that before the outbreak, his life was mediocre, he hated his job, he had a small sized house, he doesn't even know why he became the leader of Woodbury.

They share a drink, and end up sleeping together in his apartment. Merle interrupts them, because he has vital information. The Governor goes in the hall so Andrea won't hear. Merle tells him Michonne is dead (but in fact, she is still alive), but they lost all the other men. The Governor is saddened to hear about the death of his men, and says that they will cover it up saying that they died heroically during a supply run. Merle says that he has even more news, he stumbled upon a person from his old group from Atlanta and other girl. He kidnapped them: Glenn and Maggie, and that they are apparently held up at a secure location. The Governor instructs Merle to lock them up for interrogation and not to tell anyone, especially Andrea, because she knows them.

"When the Dead Come Knocking"
After having sex with Andrea, someone knocks at the door and The Governor goes to answer it. It's Milton, and he informs that Mr. Coleman is ready. He nods and sends Milton to go. Needing to distract Andrea, The Governor sends her to assist Milton with his research. With that cleared up, he goes and confers with Merle, who has been interrogating Glenn for most of the day. Merle says that he wasn't able to get any information from Glenn, but he is going to interrogate Maggie next. The Governor says that he'll interrogate her himself and sets off. He enters the shack where Maggie is being kept captive, he at first attempts being reasonable and nice, untying her from the chair and telling her that it's all a misunderstood. She only needs to tell him where her group is and they will take her and Glenn back to them. She gives him the silent treatment, The Governor then takes a different approach.

He demands that Maggie takes off her shirt. She refuses, and he says that he will bring in Glenn's hand if she doesn't. She takes off her shirt, and then he forces her to take off her bra. She stands topless and he comes over, unbuckling his belt. When she still doesn't flinch, he pushes her onto the table and demands information, but she tells him to "go to hell". The Governor smiles and then takes Maggie, still topless, to Glenn at gunpoint along with Merle and Martinez. Assuming The Governor raped her, Glenn tries to attack him, but Martinez points his gun at Maggie, making Glenn stop right where he is. The Governor then says that he is tired of games and someone will reveal the location of their camp immediately, he prepares to shoot Glenn in the head, but Maggie divulges everything he needs to know about her group: They are camped at a prison near Nunez and that their group is small. The Governor then decides to taunt Glenn by hugging and kissing Maggie in the head, telling her that it's all okay. He and his men leave her and Glenn locked inside the shack and head to his apartment to discuss the prison with Merle, Milton, and Martinez. He is shocked that only ten people could clear out that whole overran prison. He realizes the group is strong and they need to be prepared. He tells Merle that his brother is with the prison group and this may count when Merle has to choose a side, he questions where Merle's loyalty lies, and Merle promises that he is loyal to Woodbury. He then sends Merle and Martinez to scout out the prison.

Andrea returns to his apartment shortly after, she is shocked and saddened about how the experience with Mr. Coleman went. The Governor hugs and comforts her in a similar way he did to Maggie earlier.

"Made to Suffer"
The Governor comforts Andrea after her experience with Mr. Coleman and is worried since the presence of Glenn and Maggie makes it possible for Andrea to discover them. He tells Merle to execute Glenn and Maggie at the "screamer pits", but they are saved by Rick, Oscar, Daryl and Michonne, who had arrived to rescue them. After hearing the shots, The Governor heads out in the streets to investigate, at first he thinks a walker broke into the back gate and it's nothing to worry about, but then one of the Woodbury soldiers reveal that there are intruders in town, prompting The Governor to tell the rest of the guards to search the whole town for them. He, Andrea, Milton, Merle and Haley meet at Milton's lab, where Merle reveals that Warren was killed. The Governor tells everyone to keep their eyes open and orders Andrea to check if the residents are okay.

A shootout erupts in Woodbury's streets shortly after, Andrea witnesses one of the attackers in the smoke, saying that he is wearing prisoner jumpsuit, The Governor panics and orders her to go inside. The Governor goes to his apartment and is horrified to discover Michonne with her sword and his zombified daughter, Penny, prepared to execute her. The Governor pleads with her not to do it, but Michonne kills her anyway, beginning a brawl between the two in the secret room. During the struggle, several of the tanks are thrown to the floor, spilling out the heads inside. During the battle, he attempts to drag her arm toward a walker's snapping jaws, but she is able to escape his grasp. As The Governor is strangling her, Michonne grabs a piece of broken glass from one of the tanks and stabs The Governor's right eye, blinding him. As she is about to finish him off with her katana, Andrea arrives with her gun drawn at Michonne. The two stare at each other horrified, and Michonne leaves. Andrea is even more horrified when she spots the fish tanks with walker heads inside, The Governor ignores her and hugs the corpse of his dead daughter while crying in disgust.

Later on, The Governor's injuries are treated by Dr. Stevens, who informs him that he can't recover from his eye injury. He forces her out of the way, saying that he needs to do something, he is confronted by Andrea about the tanks with heads, The Governor says that he used them to get ready to prepare for the real, outside world. Merle arrives asking what happened, The Governor only tells Merle that he was attacked (Merle doesn't know that Michonne, who he told was dead, is the one who attacked The Governor). During a gathering of the citizens in the arena, The Governor makes a speech about how he failed with the townsfolk, letting "terrorists" break into town. But he informs them that Merle led Michonne and the others to attack Woodbury and brands him a traitor. The Woodbury soldiers bring in Daryl (who was captured during the shootout), and The Governor asks the citizens what they think should be done to the terrorists. As the citizens chant for Merle and Daryl to be killed, The Governor taunts Merle saying, "You wanted your brother, you got him."

"The Suicide King"
The Governor is at the arena as the residents demand the death of Merle and Daryl, he then orders the two brothers to fight each other to the death, so that Merle can prove his loyalty lies with Woodbury, ignoring Andrea's asking to stop it. In the middle of the fight, gunshots are heard coming from Maggie and Rick, causing the residents to panic. During the confusion, Merle and Daryl manage to escape with Rick and Maggie, while The Governor does nothing to stop them but watch the situation. By the morning, The Governor is at his apartment gathering guns, Andrea walks in asking him why Daryl was there and why he didn't tell her that her friends were still alive. He explains telling Andrea that her friends killed seven good people and they are hostile. Andrea says that The Governor needs to calm down the citizens, as they are scared and want to leave Woodbury, he tells her that if the townspeople want to leave Woodbury and take a chance outside, let them go, the easy life of celebrations and barbecues they had until now is over. When some walkers invade the town, Richard Foster is bitten and severely injured. The Governor steps out of his apartment, puts a quick end to Richard's suffering by shooting him in the head in front of everybody, and walks back to his home. Later on, The Governor is seen watching Andrea from his apartment as she calms the residents, who want answers to all that happened through the day.

"Home"
The Governor visits Andrea at her apartment, he says that he is unable to continue being the leader of Woodbury for a while and tells Andrea that she is the right person to be the new leader, even though Andrea hesitates, he insists. He then goes to Milton's laboratory, confronting him and asking where his loyalty lies (in a similar way he did to Merle before the attack in Woodbury), a scared Milton promises that he is loyal to Woodbury. Milton is then ordered to keep an eye on Andrea while, without her knowledge, The Governor, Martinez, Shumpert and two soldiers went out to attack the prison. The Governor makes his arrival at the prison known by shooting Axel in the head from outside the fence with a AUG A1. During the whole shootout, The Governor seems to be enjoying it in a sadistic way. One of the Woodbury soldiers runs down the prison gates with a truck full of walkers and sets them free inside the prison. The Governor and his men get in their car and escape during the distraction.

"I Ain't a Judas"
The Governor wants to avoid any more invasions by arming the citizens of Woodbury and teaching them how to shoot. Andrea comes in after being informed of the attack at the prison, The Governor lies to her, telling her that he went to the prison to negotiate and the group attacked them first. He tells her that they are bloodthirsty and if she goes to the Prison, she is to stay. The Governor is seem later checking the residents approved into the Woodbury Army, Andrea comes to Noah's defense for Karen, saying that he is an asthmatic. The Governor, however, doesn't dismiss Noah and says that he is going to learn how to shoot from the best, before turning back to look at Andrea.

When Andrea tells Milton of her plans to sneak out and visit the Prison to negotiate with Rick, he immediately tells The Governor about her intentions of escaping Woodbury, but The Governor simply tells Milton to help her escape. Tyreese's group are soon brought in by a returning Milton, and The Governor learns that they had just visited The Prison. Tyreese says that he can describe the prison's layout for them, but The Governor tells him and his group to just rest for the night and they'll talk about this later. At night, Andrea returns and informs The Governor that she went to the prison, they are broken and living in horrible conditions, she also informs that Merle and Michonne are living there too. The Governor tells Andrea that she came back because Woodbury is where she belongs, they end up sleeping together. While The Governor is sleeping, Andrea gets up without him noticing and holds a knife over his bedside, contemplating Carol's plan to sleep with The Governor and kill him while his guard is down. Andrea cannot go through with it, so she puts the knife away and peers out the window.

"Clear"
The Governor does not appear in this episode.

"Arrow on the Doorpost"
After a meeting being set up by Andrea, The Governor finally meets Rick face to face in a abandoned farm store. As noticing that Rick carries his gun in hand, The Governor mocks him by pretending that he surrenders himself, "We got a lot to talk about", he says. He removes his belt with his pistol and calmly sits on a chair, he invites Rick to do the same, but Rick just holsters his gun and still stands. Unknown to Rick, The Governor has a taped a gun under his side of the table. Andrea storms into the barn complaining that The Governor started the meeting without her, Rick says that he knows everything about The Governor, about the raids, the heads in fish tanks and that he attempted to rape Maggie. The Governor asks Rick for his offer, which is setting boundaries in the area: Woodbury takes west of the river, prison takes east. The Governor refuses the offer; he wants Rick to surrender. As the situation starts to get out of control, Andrea interferes telling both men to calm down, The Governor asks her to leave him and Rick to discuss this privately. As Andrea leaves the barn, Martinez (who is waiting with Milton outside) closes the door.

The Governor and Rick start to insult one another about their respective positions as leaders, but incredibly they show some amount of respect for each other. Even though, Rick calls him a town drunk for killing Axel and running down the Prison's gates. The Governor asks if Rick ever misjudged someone, and says that he knows about the possibility of Judith being someone else's daughter. He says that if he just leaves Rick's group alone, his people are going to think he is weak. "That's your problem", Rick says. The Governor shares a story about the day his wife died, he was at work when he received a call from the hospital telling him that she died in a car accident. She left a message to him earlier telling him to call her back, but he never managed to do so, "What did she want?", The Governor asks. Rick remembers about Lori and becomes visibly rattled, The Governor smirks. He gets up and tells Rick that this fight will go down to the last man, but there is a way out: he promises not to do anything to his group if Rick gives up Michonne.

Rick is not sure about giving up Michonne, he doesn't trust that The Governor will keep his word about leaving them alone. The Governor gives Rick two days to think about the offer, saying that he'll be back in this farm store by noon. The Governor, Martinez, Milton and Andrea head back to Woodbury. Upon arriving, The Governor instantly pulls Martinez aside and orders him to prepare an ambush on Rick's group in the next meeting, he wants everyone dead, except Michonne. Milton hears the conversation and complains about breaking the offer. The Governor simply tells Milton that they would have to get rid of Rick sooner or later anyway, on the way back to his apartment, he thanks Andrea for setting up the meeting, without her acknowledge of his true intentions to kill Rick and everybody from her former group.

"Prey"
The Governor is inside a torture room hidden somewhere in Woodbury (This place is believed to be the "screamer pits"). He tests the resistance of the chains that once held Michonne's pet walkers, with a sadistic smile on his face. After a while, he is seen laying out tools beside a dentist chair, he looks back and notices that Milton is watching and approaches him. Milton tries to convince The Governor that he doesn't need to take revenge on Michonne, that he can simply forget all of this and move on, leaving the prison group alone. The Governor says that this is something he has to do, and asks Milton if he truly believes that walkers actually have something left from their old beings inside them, Milton says that he believes, but Penny is already dead, it's time to move on. The Governor refuses and says that he is going to do this. He later returns to the room with more tools and a recorder, he tests the recorder without knowing that Andrea and Milton were watching him the whole time from a window. He is later seen walking down the street when he notices that Martinez is confiscating Andrea's weapons, he tells Andrea that is just for precaution, and says that he wants her to come with them the next day, when they close their deal with Rick and the prison group. Andrea says she will and then walks off.

The Governor is then reported by Tyreese and Sasha that Andrea jumped over the fortified wall and escaped Woodbury. Tyreese says that Andrea looked pretty disturbed with the town and is concerned about what this is about. The Governor lies, saying that Andrea has mental issues for spending the whole winter alone in the outside world. After the meeting, Milton approaches The Governor and implores to let Andrea go. The Governor realizes that Milton told her about the Michonne deal and she is going back to the prison to warn everybody, he gets in his car and leaves Woodbury to go after Andrea. While driving down a road, he spots Andrea walking through a field and follows her, Andrea panics and run inside a forest to avoid being followed. As the night falls, The Governor manages to find Andrea once again, she runs inside an abandoned warehouse, he leaves his car and follows her inside.

The Governor listen to Andrea's footsteps, he starts mind games, trying to scare Andrea into revealing her location. The Governor grabs a shovel and start breaking windows and spreading glass inside the warehouse, so he will be able to listen Andrea if she walks over the pieces of broken glass. He continues with the mind games when he listens to a noise, while investigating, he discovers three walkers wandering inside the place, and kills all of them easily. He listen another strange noise and follows it, finally finding Andrea as she stands in front of an old door. "It's time to go home," The Governor mockingly says, Andrea open and hides behind the door, releasing an small herd of walkers on The Governor. He fights the walkers with the shovel, a piece of metal, and empties his gun on them, Andrea escapes the warehouse as The Governor is cornered by many walkers.

By the morning, Andrea finally reaches the prison. She notices Rick in a guard tower and tries to wave so he can see her. But The Governor returns after surviving the walkers in the warehouse and tackles Andrea to the ground, Rick fails to spot them and The Governor drags Andrea away. The Governor returns to Woodbury, Martinez approaches him and asks about Andrea, he says that she is still missing. Martinez also reports that somebody burned down the walkers they captured, and is suspicious that Tyreese is responsible. The Governor talks to Tyreese and his group, explaining that they use the walkers as a scare tactic and were never intended to kill people. Tyreese apologizes for being difficult. The Governor asks where Tyreese found the gasoline. "Come again?" Tyreese asks, confused. The Governor says it's nothing and leaves.

On his way out, Milton asks if The Governor found Andrea, he says that he didn't, but he will look again in the next day. "It's a real shame about the pits," says Milton. "I hope you find out who did it." The Governor stares at Milton and says, "already have." Meanwhile, back at the hidden torture room, Andrea is tied to the dentist chair with a gag on her mouth and the walker pet chains dangling behind her.

"This Sorrowful Life"
The Governor and his men are waiting for Rick's arrival at the farm store, preparing to ambush Rick as soon as he shows up. But instead, a car playing loud music suddenly drives alone into the place, attracting many walkers and forcing the Woodbury soldiers to defend themselves. Unknown to them, Merle planned this to take out The Governor while the others were distracted killing the walkers. As Merle had his crosshair pointed right at The Governor, Ben unintentionally walks in the way and gets shot instead, saving The Governor's life and revealing Merle's location. Woodbury soldiers start to kick Merle in the ground, The Governor orders them to back off, saying that he is going to take care of Merle himself.

The Governor drags Merle back into the farm store where he was hiding and starts kicking and punching him, Merle fights back, but to no avail. The Governor starts choking him and bites off two of his fingers, before breaking his bayonet arm and finally stunning Merle. "I ain't gonna beg you," Merle screams as The Governor pulls out his gun and shoots Merle in the chest, killing him.

"Welcome to the Tombs"
The episode opens with the Governor beating Milton, due to him betraying him. He begins to berate him and tell him to be stronger. When Milton asks about Andrea, he takes Milton to Andrea's torture room. When he tries to make Milton kill Andrea, Milton tries to kill him instead. However the Governor is too quick, and stabs Milton repeatedly in the lower torso. He leaves Milton to reanimate and eat Andrea.

He then gathers the army of Woodbury and goes to attack the Prison. After killing all the courtyard walkers and destroying the guard towers, they move into the prison. However, when they enter, they find it empty. They are then flashbanged and attacked by walkers. When they escape outside, Glenn and Maggie fire on them. The soldiers run away, and he, Martinez, and Shumpert give pursuit. When the soldiers complain and say they need to give up, he shoots at them and kills all them (except Karen). With only Shumpert and Martinez left, the three drive off.

Killed Victims
This list shows the victims Philip has killed:
 * Sean (Zombified)
 * Franklin (Before Reanimation)
 * Corporal Brad
 * Wilson (Caused)
 * Lieutenant Welles (Caused)
 * Six U.S Military Soldiers (Caused)
 * Richard Foster (Out of Mercy)
 * Axel
 * Merle Dixon
 * Milton Mamet
 * Paul
 * Allen
 * Andrea (Caused)
 * Jody (Indirectly Caused)
 * 22 members of the Woodbury Army.
 * Numerous counts of zombies and unnamed people.

Penny Blake
"Don't hurt my little girl."

- The Governor as he begs Michonne not to kill Penny.

She is Philip's undead daughter and despite making a few appearances, plays a key role in his mentality and actions. Philip secretly cares for Penny in his apartment, as revealed in the episode "Say the Word". He brushes her hair, sings to her, and tells Michonne that she does not need to suffer, implying he still believes Penny is alive and is "under the grip of a terrible, terrible illness". When Michonne puts her down (meant to hurt Philip) in "Made to Suffer", Philip is extremely distraught and overwhelmed, attacking Michonne with rage. Penny's death furthers his decline to insanity and causes him to be more cold, vengeful, dangerous, and determined to get revenge on Michonne and kill the survivors living in the prison.

Milton Mamet
"I consider you my friend."

- The Governor to Milton.

Milton and The Governor are described to be very close. Milton is one of The Governor's right hand men and Milton informs The Governor of his research and anything he has figured out about the zombies. Although he has a strong relationship with The Governor, Milton appears to be skeptical of certain choices he has made. As seen in "Home", Milton has started to become afraid of the Governor. When the Governor walked in on Milton in his lab, Milton started becoming very nervous of him as he asked Milton if he would take a bullet for him, Milton, in a scared tone, says yes, hoping The Governor would leave him alone. It appears Milton had no choice but to say yes as he knows what The Governor is capable of. This shows just how dominant The Governor is over Milton, leading to a conclusion that Milton and The Governor's relationship may be forced.

In "Prey", their relationship begins to crumble when Milton betrays The Governor and informs Andrea of his true plans. Later, The Governor finds out Milton burned all of the walkers at the pit, furthermore making The Governor to begin to dislike Milton.

In the season finale, "Welcome to the Tombs", he gets brutally beat up by The Governor for his betrayal. The Governor tells him to kill the bound Andrea, but Milton fights back and is then stabbed by Phillip and reanimates as a walker.

Andrea
"You go to that Prison, stay there."

- The Governor to Andrea.

The Governor showed interest in Andrea when they first met and eventually his charisma soon won her over to the point where she decided to stay in Woodbury rather than continue on with Michonne. In the episode "Hounded", Andrea and Philip are sharing a drink and end up kissing, beginning a romantic relationship between the two. Their relationship takes a bit of a blow when Andrea finds the Governor's reanimated daughter and tanks of zombie heads in his apartment. After Andrea visited the prison she returned to Woodbury and slept with Philip, with the plan of killing him while sleeping however she couldn't bring herself to kill him.

Merle Dixon
"You lied, betrayed us all!"

- The Governor about Merle's false betrayal.

Merle and The Governor seemed to be close allies. Merle was Philip's right hand man, and Merle accompanies Philip when they go out to gain supplies. Merle seems to be in The Governor's inner circle, along with Milton. Although Merle is Philip's right hand man, some tension can be seen between the two. This can be seen in the episode "Killer Within", when Philip denies Merle permission to look for his brother unless he gets more solid evidence. It it also worth noting that Merle seems to fear Philip to some degree. In "Hounded", Merle decides to lie to him about Michonne's fate, rather than have Philip think of him as a failure. His relationship with Merle quickly sours in "Made to Suffer" after being attacked by Michonne, realizing that Merle lied about killing her. At the end of the episode, he declares that Merle was a spy for the "terrorists" that attacked the town, and cites his relationship with Daryl, who was captured, as proof. With both brothers standing in the arena with the crowd calling for their deaths, the Governor tells Merle "You wanted your brother, now you have him." effectively ending their positive relationship. At the prison, Merle assures that everyone should be scared of him like he is, as an attack from his part is undeniably coming. Merle decides to kill the Governor on his own but fails and is discovered, which leads to a final and brutal confrontation between them, which results in The Governor overpowering Merle by biting off two of his fingers and breaking his bad arm. Merle declares that he is not afraid of him anymore and that he ain't gonna beg him for his life. The Governor smiles and then shoots him in the chest, finally ending his life and their conflict.

Haley
Haley seems to be part of The Governor's inner circle since she was present with Milton, Merle, and Andrea after Dr. Stevens treated him. When naming the deceased after the attack on Woodbury, The Governor used a different tone with her name suggesting a sort of friendship.

Rowan
Rowan is seen in Philip's bed at the end of "Walk With Me", hinting that they are having sexual relations. Rowan states that Philip is a good man and has made her, and the other Woodbury residents, feel safe behind the walls of Woodbury. It is unknown what his relationship with Rowan is now as he is now sleeping with Andrea but it may be possible it was nothing serious and just sex.

Caesar Martinez
With Merle's banishment from Woodbury, Martinez appears to have become The Governor's new right-hand man. While his comic counterpart is more crafty and manipulative (as shown by him tricking Rick's group into taking him to the prison) on the Governor's behalf, Martinez has helped him murder the group of soldiers in "Walk With Me" and help attack the Prison in "Home", which resulted in Axel's death, showing that Martinez is willing to follow every last one of The Governor's orders, this shows that Caesar is devoted to The Governor. In "Home", The Governor tells Milton that Caesar would take a bullet for him, showing that Martinez is willing to die for The Governor, and Woodbury. After Merle's departure, Caesar has become The Governor's right hand man.

Tyreese
Tyreese and his group meet The Governor and ask to stay in Woodbury in "I Ain't a Judas". The group explains to The Governor that they were kicked out of the prison and offer information about The Prison and the group. Tyreese wants to help defend against Woodbury's enemies, but The Governor rejects their offer.

Glenn Rhee
"He wants a war, he's got one."

- Glenn to Andrea about The Governor.

Philip is one of the few people in the series that Glenn has an extreme dislike for, mainly for what he did to Maggie during their kidnapping. Philip had Merle interrogate Glenn while he bluffed raping Maggie in an effort to divulge the location of the Prison. After Rick and Maggie attack Woodbury, Glenn is angered at Rick for not killing The Governor during the attack and instead focusing his efforts on rescuing Daryl, who had abandoned their group to go off with Merle.

Appearances
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Season 3

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Trivia

 * The Governor's signature sidearm is a Beretta 92SB Nickel, he also likes to use a Steyr AUG A1 assault rifle.
 * "He is a badass, just as in the comic book. He scares me." Glen Mazzara quoted as saying within an AMC interview based on fan questions.
 * In the Comic Series and corresponding novel, The Governor, Philip/Brian Blake, was of partial Hispanic descent. It appears that the show has gone another way with the character's origin, or at least his ethnicity.
 * The Governor is one of the few characters with a continuing nickname.
 * In response to a fan's worriment about how the nature of the character would be, in the face of mainstream television, Kirkman offered a reassuring statement that he would not be watered down for the show.
 * An Entertainment Weekly article released on September 14, 2012 confirmed The Governor's real name to be Philip, despite in the Comic Series, where his name is Brian.
 * In "Hounded", Merle chooses not to reveal to The Governor that Michonne has survived, due to the fear of his wrath. This is similar to how Dwight decides not to tell Negan about Paul Monroe's escape, for the same reason.
 * As a result of this lie, he lost his right eye to Michonne, which was one of the factors to him betraying Merle.
 * In the TV Series, the Governor loses his right eye during the fight with Michonne, whereas in the Comic Series, he lost his left.
 * In the TV Series, he suffered much less damage from Michonne in the fight, as he only lost an eye, whereas in the Comic Series he lost an eye, arm, ear, and had his genitals nailed to a 2x4. He did, however, lose his daughter, causing him much more emotional pain than physical, as well as driving him to be presumably one of the least sane people encountered so far in the TV Series.
 * The Governor is one of two characters to appear on a promotional Season poster, the other character being Rick Grimes.
 * In the Comic Series, Penny was The Governor's niece, but in the TV Series, she appears to be his daughter.
 * The Governor's Clothes can be purchased as an Xbox 360 Avatar Outfit.
 * In "This Sorrowful Life" Merle mentions that the Governor had slashed the throats and stabbed any opposing people he came across, saying to "Never waste a bullet". It is apparent that The Governor has recently reconciled this practice (he shoots both Axel and Merle and directs his men to shoot any of the prison survivors on sight)
 * Philip is the second of three to make a walker herd intentionally (the Walker Bomb released on the prison) the first being Hershel and the third being Merle.
 * Interestingly enough, all three characters are the only ones in the TV Series known to have had a significant amputation.
 * Philip has killed more living people than any other characters, with more than 30 counts.