"Daryl?" She stepped into the cell that he had claimed as his own and stared quietly at him.

He was lying on his side on the bunk, facing the wall and she took a couple of steps towards him.

"I'm so sorry Daryl." She bit her lip when he continued to ignore her. He had come back to the prison, his face a mask of anger and sorrow and had spit out what had happened to Merle before escaping to his cell. Rick had tried to talk to him but after only a few minutes had rejoined the others, shaking his head silently.

"I've brought you some dinner." She placed the bowl of soup on the small bench near the bunk. "Will you eat something?"

"I ain't hungry." He muttered.

She hesitated and then placed a gentle hand on his back. He flinched and pulled away from her. "Do you want to talk about what happened?"

"No." he said immediately.

She sat on the edge of the bunk and folded her hands into her lap. "It might help to talk about it."

"I said no." There was anger in his voice now but she pushed a little more.

"It's not good to keep it bottled up inside Daryl. You should – "

He turned over, his eyes blazing, and shouted at her, "Leave me be Carol!"

His voice echoed through the prison and as he turned back to face the wall, she nodded and left his cell.

She didn't know what it was that woke her. One moment she was sleeping and the next she was staring at the wall, listening to the sound of Hershel snoring in the cell next to hers. She turned her head, not surprised to see him standing next to her bunk.

"Carol." He whispered, his voice breaking and she pulled back the thin blanket without a word. He crawled into her bed and she wrapped her arms around him and pulled him into her embrace. He buried his face into the curve of her neck and she could feel the hot tears flowing down her skin. He shuddered against her and she rubbed his back. He cried silently, muffling any noise he might have made against her skin. She lay in the darkness, listening to Hershel snore as he shook quietly against her and his tears soaked into her shirt. She could feel his marred skin through the thin material of the t-shirt, remembering the day she had accidentally walked in on him while he was changing. She had stared at the scars on his back, her heart breaking a little for him, before he pulled the shirt roughly over his head. He had brushed past her without looking at her and after a moment, she had dropped his laundry on the bunk and left his cell.

After a while, his shuddering stopped and he lay limply against her. She thought he might have fallen asleep but when she went to pull the blanket up more firmly around them, he stirred against her and pulled back from her. She smiled at him and wiped at the wetness on his cheeks with the tips of her fingers. He stared nakedly at her, despair and anger radiating from his blue eyes, and she dipped her head and placed soft kisses on both of his cheeks, feeling the moisture on her lips. He stiffened against her but didn't pull away and with a braveness that felt foreign to her, she finally did what she had wanted to do for months. At the first touch of her soft mouth against his a large shiver swept through his body, and his hands, which had been resting loosely on her hips, clamped down painfully on her flesh.

"Carol, I – " he breathed against her mouth and she silenced him with another soft kiss. He inhaled sharply when she ran her tongue across his closed lips but after only a few seconds of her gentle probing, he opened his mouth so she could slip her tongue inside. She stroked his tongue with hers and after a moment, he began to hesitantly kiss her back. She moaned into his mouth, and the quiet sound seemed to give him courage. He kissed her harder, pushing his tongue into her mouth with a determined sort of awkwardness that puzzled her a little.

They kissed repeatedly, their tongues flicking against each other with growing urgency until they were both panting. She hooked her leg over his hip and rolled on to her back, pulling him on top of her. She could feel his erection against her and she pushed her hips upwards, rubbing herself against him eagerly. He groaned loudly and they both froze when the steady rhythm of Hershel's snoring cut out.

He gave her a look of near panic and she smiled and put her finger over her lips. After half a minute, Hershel began to snore loudly once more and she kissed his throat. His stubble poked at her lips but she relished the slight sting. When she used the tip of her tongue to trace down his throat, he bucked his hips against her, his breath exploding harshly from his throat.

He cupped her small breast gently and timidly and she arched her back, silently encouraging him. She had dreamed about this moment, had wondered what it would be like to have him in her bed, but of all the different scenarios she had gone through, the tentativeness with which he touched her now had never crossed her mind.

She pulled at his t-shirt and he sat up a little so he could yank it over his head. She struggled out of her own shirt and then unhooked the simple white bra she was wearing and dropped it on the floor of the cell.

At the first glimpse of her naked breasts, his nostrils flared and his cheeks flushed with colour. He stared down at them, his hands clenching and unclenching at his sides and she frowned and reached for one hand. She drew it down to her breast and at the touch of his warm hand on her soft skin, they both moaned quietly. He ran his thumb over her nipple, smiling a little when it hardened immediately. He tugged lightly on it with his thumb and forefinger and then cupped her other breast, pulling on the nipple as she closed her eyes and arched her back again.

He leaned down and kissed between her breasts, his warm breath against her soft skin made her body shudder with pleasure and need. He moved his head to her nipple and licked the hard nub with his tongue. She sighed eagerly and clutched his head in her hands, urging his mouth down. He sucked lightly on her nipple, brushing his tongue across it as she squirmed and sighed beneath him. He pulled on it with his teeth, making her jerk, and he immediately let go. He stared up at her, his blue eyes dark with desire, "I'm sorry." He whispered worriedly.

She shook her head, "No, it feels good. Don't stop."

He nodded solemnly and bent his head to her breast again. He licked and sucked and nipped until she was shuddering under him, her hands squeezing his broad shoulders. He kissed his way to her neck, tracing his tongue against the soft skin like she had done to him, while he ran his hands over her breasts and down her ribcage.

She reached between them and slipped her hand inside the loose waistband of his pants. His entire body stiffened and he started to pull away but before he could gain his freedom, her hand was inside his underwear and she was gripping his cock firmly.

He gasped loudly into her ear. She stroked him firmly, his hot breath blowing harshly against her skin. Within minutes he was thrusting his hips against her in rhythm with her hand and she could feel the warm stickiness at the tip of his cock. She ran her thumb across it and he groaned into her ear.

"Carol stop. Please." His raspy voice murmured into her ear.

Frowning she did as she asked, stilling her fingers but keeping them wrapped around his hard shaft.

"What's wrong?" she breathed quietly.

He lifted his head and stared at her, swallowing thickly, "I've never – I mean this is the first –" he stopped, staring miserably at her as understanding dawned in her eyes.

She pulled her hand free of his pants and tried to keep the surprise she felt hidden from him. She obviously failed miserably, because his face turned a dull red and he started to lift his body from hers. "I should go." He muttered.

He was still lying between her thighs and before he could scramble free, she wrapped her surprisingly strong legs around his waist and refused to let him go.

"No." She whispered, "Don't leave me."

He stared down at her, "This is probably a bad idea."

She could barely hear him over Hershel's snoring but she immediately shook her head and reached between them to undo his pants. She kissed his chest, smiling at his sharp inhale, and pulled the zipper of his pants down.

"It's the best idea I've ever had." Although she was curious as to why he'd never had sex before, she knew if she started asking him questions he would leave and go back to his own bed. Her lower belly and pelvis were aching and throbbing with need and she wasn't about to let him leave her without taking care of that ache first.

She released him cautiously, ready to wrap her legs back around his waist if he showed any sign of leaving, but he stayed where he was, staring at her with eyes dark and unreadable. "Are you sure?"

She nodded immediately, "Yes." She pushed her yoga pants and underwear down and smiled up at him, "Take off your pants Daryl."

He hesitated and then pushed his pants and boxers off, sitting on the side of the bed and shoving them down his lower legs and off his feet. She kicked her clothes off, letting them fall off the end of the bed and onto the floor.

He turned back to her and his eyes traveled down her naked body. He stared at the area between her thighs for a long moment and when he finally looked back up at her, his face was a dark red and she could see his entire body trembling minutely.

She smiled and tugged on one hard arm, "Lie down beside me."

Still lying on her back, she shifted over on the small bunk, cramming the side of her body against the cold cement wall until there was enough room for him to lie on his side next to her. She opened her thighs a little so that he could put his own leg between hers. She shuddered a little at the feel of his hard leg and warm skin against the inside of her thighs.

He was staring down at her and she lifted her head and kissed him hard on the mouth. He returned her kiss; already he was more confident, thrusting his tongue boldly into her mouth so she could suck on it. She could feel his cock against her hip, hard and throbbing, but she didn't touch it yet, just let her hands drift across his chest and around his ribcage. She traced the scars lightly with the tips of her fingers as he cupped her breast and squeezed firmly. She moaned encouragingly when he moved his hand down her flat belly. He trailed his fingers through the curls at the apex of her thighs and she parted them eagerly.

He slipped his hand further down, his rough fingers touching her cautiously. He explored her softness for a moment before he slid one finger inside of her. She moaned softly and grabbed at his arm, squeezing her fingers around his forearm. He stopped immediately and pulled his hand free.

"I'm sorry, did I hurt ya?" he whispered anxiously.

She groaned and shook her head, guiding his hand back to her wet heat. "No, keep touching me."

He touched her again, his shy touch becoming progressively bolder as she moaned and moved her pelvis against his hand. He kissed her, his tongue sweeping into her mouth, and she cupped his face gently, rubbing her thumb against his cheekbone.

She put her hand over his and guided it to her clit. "Touch me here." She breathed into his mouth. She moved his fingers in a gentle clockwise motion, feeling small sparks of pleasure running down her legs at the feel of his rough fingers against her wet and swollen clit.

"Daryl…" she moaned. She gripped his arm as he rubbed and circled and pressed his fingers against her. Within minutes, her body was moving restlessly against his and her face was flushed. The need was growing inside of her like a white hot fire; it had been months since she had felt this type of pleasure, and her body was responding with an almost shameful quickness to his hesitant touch. She arched her back and when he bent his head and sucked her nipple into his mouth, his fingers moving faster and harder, she threw her arm over her mouth and came violently against him.

She shivered and bucked against him for a few minutes as he rubbed her thighs gently and placed soft kisses on her throat. When she had finally relaxed, he stared down at her.

"Okay?" he asked nervously.

She grinned at him, "Better than okay."

She put her arms around his waist and urged him on top of her. He hesitated and then pushed his body between her thighs. She bent her knees, bracing her feet against the thin mattress as he pushed his cock against her.

She reached between them, grasping his cock in her hand and guiding it to her wet opening. "Right here." She whispered.

He pushed into her, inhaling sharply at the first feel of her clinging warmth surrounding his cock.

"Oh my God." He moaned. She smiled up at him as he propped himself up above her and began to thrust into her. He moved quickly, his body shivering and she raised her hips to meet each of his thrusts.

"Carol..." he groaned. He was driving wildly into her now, his entire body trembling as he bucked and pushed against her.

"Am I hurting you?" he muttered.

"No. It feels so good Daryl." She whispered into his ear and he jerked against her.

She wrapped her thighs around his waist, hooking her feet together in the small of his back and running her fingers up and down his ribcage. She watched his face, smiling at the desire and need coursing across it. He thrust frantically in and out of her, his breath exploding from his throat and when he suddenly stiffened and threw his head back, she clamped her hand over his mouth, muffling his loud cry of pleasure as warmth flooded her insides.

He collapsed against her; she could feel the rapid, pounding beat of his heart against her chest and she rubbed his back soothingly as his breathing slowed. After a few minutes, he moved off of her. She turned on her side and he curled up behind her, slipping his hand between her arm and waist so that he could cup her breast. She pulled the blanket up over their naked bodies and he kissed the back of her neck.

"Thank you." He whispered into her ear. She nodded and squeezed his hand, relishing the feel of his warm, hard body against hers. For the first time in a long time, she was happy.