Thank you guys for such a warm welcome. I was so incredibly nervous about posting that first chapter! Your response has been freaking awesome.

This particular chapter put me through hell. Still not really sure how I feel about it but your honest reviews and feedback are welcome. Thanks for reading!

Also, I changed the rating to M. If you don't like 'M' stuff, skip this chapter.


One Fall Evening

The nights had become brisk.

The chilly evening air warning of winter coming. Most folks spent the majority of their time inside the prison unless they had guard or fence duties or something else that absolutely required them to step away from the confines of the prison. The chill in the air was welcomed by Rick, though. It made him uncomfortable but it kept him alert.

Alert kept him alive; him and everyone else.

It was dusk; the sun was falling further and further behind the trees and the sky was glowing bright pink and gold. Rick was gathering vegetables from the garden, picking what would most likely be the last for the season. Finally finished he picked up the heavy crate and headed back.

As he was walking he caught sight of Michonne. Her presence stopped him dead in his tracks and he took her in. Her poncho covered most of her, but he could still see her face. Her katana hung gracefully on her back and her steps were easy and deliberate, even though she wasnt really going anywhere, just sort of pacing and staring out into nothing. Rick knew immediately that something was bothering her.

He let out the breath that he had been holding; the warm stream of air from his mouth creating a cloud of white condensation in the cool air around him. He gripped the sides of the ragged plastic crate a little harder and headed towards her.

Michonne watched him as he neared her. He set the crate down carefully and then closed most of the remaining distance between them. He gave her some space but was still close enough that she was able to feel his body warmth penetrating her personal space.

Michonne held onto the strap of her sheath as she watched how he eyed her carefully.

"Hey there." He greeted her, hands on his hips above his holster.

"It's freezing tonight." She commented, looking past him.

He noticed how her dark brown eyes sparkled as the suns last rays of the day shone against her face. He was caught up in the magnificence of her and very nearly rendered speechless.

"Yeah, it is." He was finally able to choke out. "Whad'ya doing out here?"

"I used to love the fall." She confessed on a sigh, ignoring his question. And his eyes.

"I used to say that it was my favorite season." She admitted sadly.

Rick easily detected the strain in her voice as she tried desperately to keep her emotions in check. He moved to stand next to her, shoulder to shoulder. They looked out into the distance together.

She continued. "My son loved the fall." Her voice cracked slightly. Rick turned his head to look at her immediately.

He was almost...overwhelmed. God, he wanted to know more. Everything. He reined himself in before responding. "Did he?"

"He used to..." she inhaled sharply, and gripped the strap that crossed her body between her breasts even tighter. "He used to be so fascinated with the leaves changing color. He'd ask so many questions." She smiled a sad smile.

"It used to be an exciting time, the fall. Now it's just...cold. I'm just cold...all the time, inside and out and I can't get warm." She looked at him. "Ever."

The sound of near panick in her voice shook something inside of Rick.

But it was when he saw her eyes glisten with unshed tears that his body moved instinctively without waiting for permission from his brain, or her. He was standing in front of her again, so close.

She looked up at him, trying to will herself to defy what she was feeling; over her son and for Rick.

"It gets better. It'll be better. I know it will." He spoke confidently to her. He wanted to make it better for her, take away her pain but he didn't know how to do that at the moment.

Her expression changed from confusion and sadness to anger. "How can you tell me that?" She asked with a disbelieving tone.

Rick studied her face frantically. He wasn't sure if her response came from him not knowing what it's like to lose a child, or if she simply didn't believe that it would get better. Shit, he himself didn't know if it would or not, but he wanted her to believe it. He stared at the ground for a moment then back at her.

"I don't know." He paused. "It's just what I feel." He answered honestly, his southern accent heavy.

She turned her back to him like she was going to walk away but immediately turned right back around and got right in his face. "Feelings? What you feel doesn't do anything for me, Rick." She spat incredulously.

He looked away from her. He dug the toe of his boot into the concrete as he thought.

"You're anything but cold, Michonne. You gotta know that." He admitted easily.

She didn't respond right away so he chanced eye contact with her again. Her expression had softened but caution remained prevalent in her eyes.

Like a magnet being pulled he moved in closer.

Their breath mingled between them as they breathed heavily. He wanted to pull her to himself, kiss her, touch her. God he wanted to touch her, anywhere, he didn't care where.

She suddenly dropped her head and stepped back; her resolve coming down like a steel door around her.

Rick didn't like it.

"No," he shook his head, "you can't do that. Don't shut down on me. I thought we were better than that."

She chuckled sarcastically. "Better than what, Rick? What are we better than?"

"We...you and I have...an understanding. We're here for each other...when shit becomes too...overwhelming." He knew she knew that, but desperate, he explained it anyway.

"You're wrong." She shook her head vehemently as though if she shook her head 'no' hard enough she could somehow convince herself that what she was saying was the truth. "I don't need you. I don't need your help. I sure as hell don't need you to save me." She looked hard into his eyes, daring him. To do what exactly, she hadn't made her mind up on that.

Her words stung, but he didn't react. He got it. He was her target, the only one she trusted to unravel in front of completely. And that's why he took her misdirected anger. She counted on him. And he wanted her to. Anytime. All of the time.

He shifted his weight, leaned in towards her and squinted those beautiful blue eyes of his. "I know you don't need me." He whispered honestly, not taking his eyes off of her for a second.

Her heart ached at the way he said that. Because she knew. She fucking knew she did need him. But she remained silent, standing stubbornly before him.

He moved into her space once more. She stood her ground and looked back up at him. They were essentially chest to chest and neither of them were oblivious to that.

His eyes bore into her. "And I don't wanna save you." His stare fell to her mouth for a split second before returning to her face. "I just wanna touch you." He drawled hoarsely.

A range of emotions played on her face. And Rick moved only after seeing one: sureness.

He used his bigger size to his advantage and slowly moved forward into her and continued to do so until she started to take careful steps backwards, never breaking eye contact with him. Her back finally pressed against one of the steel doors. They stopped. She leaned her head back against the door and watched him.

Rick moved his hand to the cool metal clasp of her belt buckle and ran his finger across it gently. He dropped his head into the space between her cheek and shoulder. His lips were centimeters from her ear. "Can I touch you?" He rasped. He pulled back and looked her in her eyes again.

"Touch me." She answered a bit aggressively as though they had been playing a game and she had just lost by admitting that she wanted to be touched by him.

He wrapped his left arm around her back and held her to himself and he was quick as he unbuckled the clasp and pulled the belt from the loops of her jeans and threw it to the ground beside them.

He unbuttoned and unzipped her pants with a shaky hand. As soon as there was room he shoved his hand down her front and immediately two of his fingers were deep inside her warmth. He moaned right along with her at the long awaited sensation.

"Oh my god, Rick..." She was barely able speak.

He was pushing into her fast and as far into her as he could possibly go only to pull out of her tortuously slow. Then back in fast and out mind numbingly slow...

Michonne's eyes were closed tight as she bit down on her bottom lip while Rick worked her.

He was absolutely enthralled by her. Completely taken by the sexy faces she was making, by her mewling... Her squirming against him.

She finally released her grasp on her sheath and placed her arms around his neck instead. Her nails found his flesh.

"Shit..." She moaned breathlessly.

The muscles in Rick's arm and wrist twitched as he kept up his rhythm. He was sweating and she was too as the heat around them and in them made it feel like it was midday in August.

"Hey..." His voice trembled.

"Ooohhh..." Her knees buckled when he hit a particularly good spot. Her back arched and Rick pulled her even closer to himself.

He used his thumb to massage her most sensitive spot.

"Fuck...fuck...fuck...fuck..." She chanted sensually.

His rhythm continued. "Hey..." He said again. "Look at me, Michonne."

And the sound of her name from his lips brought her eyes to his immediately. "I wanna see you." He swallowed hard against the lump that had continued to rise in his throat. Their eyes were locked on each other now.

"Don't ever stop. Please." She pleaded.

"Never." He leaned in and kissed her so hard and so eagerly it was like he wanted to physically absorb her.

And she exploded.

She swore she saw white as Rick brought her to the most glorious sensation she had ever felt in her entire life, with only two of his fingers. And a thumb.

She whimpered as his fingers slowed inside of her and they rode out the last of her orgasm. When his fingers stopped completely she loosened her grip on his neck, and brought her arms back to her own body.

Her gaze fell from his.

Rick pulled his hand from her pants and stepped away to give her some space. He picked up her belt and handed it to her.

"Thank you." She said taking it from him.

He moved to lean against the other side of the steel door and respectively looked away as she adjusted herself and her pants.

After a moment she was standing in front of him. It was dark now, but she could still clearly see the bulge in his pants.

She looked down at it. "I could-"

"No." He cut her off.

"No..." He said again a little softer. "It's ok." He smiled weakly. "Why don't you head inside, warm up."

She smirked. "I'm pretty warm now, actually."

He returned a genuine smile. "I'll be right behind ya." He promised.

She nodded and turned to walk away. Once she disappeared from his vision he sighed heavily and let his head fall back against the steel door that he had just had Michonne pressed against. He lifted his eyes to the black sky and for the first time, in such a long time, appreciated the stars that he saw there.