Grab the tissues, Game of Thrones fans. You know what? Better just keep the whole box handy. Tonight’s episode, Season 3, Episode 9: “The Rains of Castamere,” will see the Red Wedding, i.e. the slaughter of Starks and their bannermen at the hands of the Freys. Who dies in the episode? It might be easier to ask who doesn’t die...

Robb Stark

King Robb Stark (Richard Madden) sealed his fate when he broke his marriage vow to one of Walder Frey’s daughter in favor of his lady love, Talisa Maegyr. In the book, a slighted Walder betrays the Starks, staging a surprise attack at the Edmure Tully/Roslin Frey wedding. When the wedding band starts playing the Lannister fighting song, “The Rains of Castamere,” the slaughter begins. Crossbow arrows are immediately loosed on Robb. Catelyn Stark (Michelle Fairley) takes a Frey hostage in a desperate attempt to negotiate for her injured son’s life, but Walder has more than enough relatives to spare. Roose Bolton stabs King Robb (and us) through the heart.

Bannermen of the North

They may not be main characters, but the Red Wedding sees most of Robb Stark’s 3,500 bannermen slaughtered. Turns out weddings make for excellent surprise attacks.

Grey Wind

They get Robb’s direwolf, too (death via crossbow bolts). Don’t they know direwolves are an endangered species? If you think that was upsetting, just wait until you see what they do with his head.

Catelyn Stark

Catelyn doesn’t fare much better. Her throat is slit and her naked body dumped into the river in a mockery of the Tully funeral tradition (remember Cat’s father’s funeral earlier this season?).

Warning: This article contains MAJOR spoilers from the A Song of Ice and Fire book series. If you're new to Game of Thrones and want to stay unspoiled, click away now!

She doesn’t stay as dead as her son, however. If the show stays true to the books — as it has done in most major plot developments — then Cat will be brought back to life by Lord Beric three days after her death. But don’t expect the same old Cat. Lady Stoneheart (as she goes by following her resurrection) makes Catelyn Stark look like a softie.

Are you upset as we are about the latest Stark slaughter? Let us know in the comments below!

Catch the next episode of Game of Thrones on Sunday, June 9 at 9 p.m. ET/PT on HBO.