AN: Ok, hey guys, I banged this last chapter out for you since the last one was just a filler. This one is good and long to make up for it. Enjoy!

Everything seemed to get worse before it got better. First, Rick told her Daryl wasn't coming back, and the hope she had for their growing relationship fizzled into nothing. She thought perhaps she had mistaken his soft-spoken goodbye as more than anything but that. What she had hoped to be him reaching out to her was maybe nothing at all. And all her dreams of him running into her open arms upon his return were suddenly crushed. At first she was angry but she realized later she was mostly embarrassed more than anything.

When he did return though, it still wasn't full of romantic confessions and rose petals, both of them too distracted with the current events to even think of much else. Merle was with him and her brush with death, forcing her to use Axel's body as a shield, left her feeling sullen and seeking solitude, besides caring for Judith on occasion.

As time stretched on she couldn't tell if she was mad at Daryl for pushing her away or grateful. When this whole thing between them started it was during better times, something she couldn't even believe now – that things had somehow managed to get worse – but she wondered if their relationship had blossomed the way she hoped if it would of made things harder. Maybe there wasn't room for happiness for them anymore. Maybe Daryl's gut instincts were right to shove her away. The war would only separate them more and she briefly thought about what she would do if he didn't make it, but she didn't dwell on the thought long, thinking instead that she would be more likely to go before he did.

Would she get to tell him her true feelings before that happened? She nearly died twice since their night together, and since he had lashed out at her, without being about to talk to him about it. Would it be worth it to try though? What if she just angered him again? The last thing she wanted to happen was for him to be upset with her before she died.

Suddenly she realized she was thinking about her death as if it was already pre-determined. She chastised herself and decided she would talk to Daryl when the moment was right, war or no war, death on the horizon or not.

It had been a week since Merle's death. Daryl kept to himself helping when he was needed but mostly he sulked in his cell or wasted hours in the woods hunting, even though sometimes he came back with nothing.

The night it happened Daryl didn't say a word to anyone but his silence had said more than enough. Michonne had figured Merle was on a suicide mission, and the way Daryl ran after him she knew that he knew too, desperately running to nothing. No one dared say anything to him, only offering him sad eyes and slight nods of their heads. He wouldn't look at any of them, except Carol. He glanced at her once, stopping in front of her before retreating inside a cell. That night she went to him and held him in her arms while he cried silent tears, and she said nothing and he said nothing before the morning came and she left him alone leaving him with a smile and his own thoughts.

The week had gone by and the prison block was full with the survivors from Woodbury. Carol hadn't bothered him, not wanting him to feel like she was pressuring him at all. The night Merle died and she cradle him in her arms was a rare moment of weakness, and she wasn't going to use that knowledge to force him into talking to her when she knew he didn't want to. He needed time and space so she gave him that.

Daryl wondered the prison perimeter, mindlessly tracing his fingers over the fence as his walked, head down, not really paying attention like he should have been. In his mind all he could see was Merle's eyes, the dead yellow eyes staring back at him, almost as if he knew, knew that it was him he was hungry for. Every time he closed his eyes it was those eyes he saw and it had prevented him from sleeping at all. So he walked the perimeter of the prison at night hoping the extra exercise would make him tired even to sleep, but it never seemed to work.

He glanced up at the watchtower, knowing who was up there. Without thinking about it he climbed the tower, walking out on the porch, approaching Carol's back.

She turned to face him, sensing his presence, "Hey," she spoke quietly, as if not to frighten him of.

"Hey," he said back equally as quiet.

She turned her head back to the prison yard, keeping look out, and he walked next to her, putting down his crossbow and leaning against the bar, his arms hung over it, his back slumped. He starred at the ground that seemed impossibly far away.

They stood in silence for a while before he broke it, "You know, when we were kids," he paused, "me an' Merle," as if to clarify like she wouldn't know, "one time, these kids were pickin' on me," he chuckled a little, "some rich snobs who lived in the neighborhood across the way, they picked on me lots," his voice trailed off and she turned to look at him, letting him know she was listening.

"Merle would bug me 'bout standin' up for myself, but they were bigger than me and there were lots more of them than me," she noticed his lips twitch into a smile, "I came home with two black eyes and a broken nose. He knew it was from those kids cause our Daddy never hit me in the face, he'd sock Merle real good but only cause he was older…he wouldn't risk puttin' that on me. Only the belt…" the smile left his face suddenly before he continued, "Anyway, Merle went out without lettin' anybody know and he didn't come back. Found out later he'd beat the shit outta those kids and got locked up for it. They were minors and he was old enough then to go to jail for that alone, but when the cops got him he was high on Hard and holdin'…"

He paused again before standing up straight, staring down at her. Carol looked back up at him and smiled, "Merle wasn't so bad was he?"

Daryl looked away briefly before returning her gaze, "dunno, maybe. Guess you could say he had his moments. But I was mad at him, for leaving again," then he laughed, "that was before I knew what he'd done for me, but still, I'd rather him done nothin' and stuck around than do somethin' stupid like that."

She nodded, understanding the connection to that sacrifice and the sacrifice of his death, slowly she reached out to put her hand on his arm, rubbing it slightly.

He looked down at her hand, swallowed hard, and continued, "I never even got to talk to him before he got put away, no goodbye, no thanks, no nothin'."

Carol wondered if he was still talking about Merle going to jail or if it was more about him dying, she chose her words carefully, "I'm sure he knew how you felt."

Daryl gave her a sad smile before clearing his throat, "I, uh, I just wanted to let y'know," his voice veered off again and he couldn't look her in the eye. Awkwardly he put his hand on her shoulder and mumbled, "thanks."

She smiled at him and nodded, dropping her own hand from his arm as he dropped his from hers.

Once again they stood in silence, but this time they stared at each other, both not sure what their next move should me. Daryl would be lying to himself if he said he wasn't embarrassed about everything that had happened between them. He felt stupid letting himself get close to her in the first place, allowing her to sleep with him when he knew deep down it was a mistake. He hated himself for lashing out at her and pushing her away, and it infuriated him even more knowing how long they had gone without each other since he'd done so. He was ashamed at how he silently called to her the day Merle died, and how he had wept into her breast as she held him like a child. He looked at her now, all of those memories haunting him, feeling like a fool and yet unwavering under her gaze. If only he could make things right between them, take away every mean thing he ever said, and erase every awkward touch and glance that cause him to be so anxious around her all the time.

Carol seemed to think differently. In her eyes, everything was alright, or as alright as they could be at the moment. She put down the gun that was strapped to her, resting it on the ground, and quickly, as to not give him a chance to shy away, wrapped her arms around him. He flinched at the sudden movement but relaxed into her instantly, wrapping his own arms around her and burying his face into the top of her head.

"It's alright," she whispered into his chest and he could feel her hot breath snake across his skin giving him goose bumps, "we've got each other."

The way she stated it almost matter-of-factly made him sigh into her hair, causing the strains to blow and tickle his face, "yeah," was all he managed and in the back of his mind he noticed his voice sounding a little shaky.

There was much more he wanted to say. Let her know how much he regretted yelling at her, touching her harshly like that, and let her know that he wasn't afraid of her anymore. It felt stupid to admit to himself that he was afraid of her before although it was true. He didn't want to accept her love in fear of everything else that came with it, but he realized the regret of not knowing would weigh much heavier on his heart than giving it a shot and suffering later.

He pulled away from the hug, figuring the best way to tell her how he felt was to show it, and for the second time ever he initiated a kiss with her, but different than the first time. This time it was gentle, soft, almost ghost like, against her lips. He stayed still for a moment before she lightly pressed into him, and he slowly opened his mouth and began to move his lips against hers.

Gradually he brought his hands up to her face and deepened the kiss; suddenly all the urges he'd been keeping pushed down inside him were rising to the top of his skin, burning intensely. Their kiss grew more passionate and Carol used one hand to grip the back of his neck and used the other to grip his arm, pulling him until her back was against the wall and he was firmly against her.

Daryl let Carol guide them to the wall but he refused to allow her to take the lead like their first time. This time he wanted to be in control. As soon as they were pressed against the wall he gripped her hips, trying his best not to grip them too tightly, and ground himself into her.

Carol smiled into the kiss, noting how Daryl had become more confident in himself. She also didn't fail to notice how despite being eager he still tried to be as gentle as possible. She bit at his lower lip, as if to show him it was ok to be a little rough.

Groaning into the kiss Daryl's hands went behind her to cup below her ass, getting bolder as he went. He wouldn't of guess Carol to be a biter, but then again she surprised him last time. Sometimes he forgot how playful and flirty she could be. It was getting harder to control himself and he lifted her legs up around his waist, took a few steps back and dropped to his knees. It wasn't very graceful and Carol let out a squeak in surprise as they dropped. He chuckled out a "sorry" before placing a hand behind her neck and slowly dropping her body down, her legs still wrapped around him, so she was lying with her back on the ground.

He kneeled over her and stared down into her eyes panting heavily. Briefly he thought back to their first time, when she pulled him into a similar position and he had pussied out, staring at her dumbly until she was forced to switch positions and take control. His brow furrowed in frustration at the slightly embarrassing memory. Not this time, he thought to himself and a low growl rumbled in his throat as he lunged his head forward, kissing and nipping at her neck and collarbone.

Carol gasped as Daryl began assaulting her neck. She didn't expect him to be quite like this, almost thinking she'd have to take over control again like last time, she wouldn't have minded of course but this was much better. Never before had someone devoured her so eagerly and Daryl's hungry growls caused shivers down her spine.

He sat up on his knees placing his hands on her legs, which were still wrapped around him; he let them rest there for a minute as he starred down at her, his thumbs rubbing in slow teasing circles on her inner thighs.

"Daryl," she breathed, begging him to continue. He didn't need her to say anymore and he grabbed the hem of her shirt. She pulled her self upwards slightly so he could pull it over her head, and she leaned back on her hands as he reached behind her to fumble with her bra strap.

It only took about five seconds for Daryl to become frustrated. He huffed as he tugged at the thing not really sure what he was doing and she giggled at him.

"Not funny," he hissed, his face close to her ear. She laughed again, reaching a hand behind her own back, swatting his away and unclasping her bra with one hand.

"How'd ya do that?" He grumbled as he sat up watching her thread her arms through the straps and take it off.

"You'll get it with practice," she smiled up at him and he lunged down once again kissing her a little rougher than before, excited at the prospect of that meaning he'd get to practice a lot.

Carol smiled into the kiss before suddenly pulling back, tugging at the buttons of his shirt, "don't make me be the only one here shirtless," she teased.

With a scowl on his face he pushed her hands away, leaning in to kiss her again. She persisted and began to blindly unbutton his shirt while still holding the kiss. Daryl didn't really mind taking off his shirt in front of her, not like there was any point in hiding anything anymore, but he still felt odd about stripping in front of her. He could die of embarrassment at the thought of himself unbuttoning his own shirt while she watched him closely, so he silently asked her to do it for him.

She understood of course and as he moved from her lips to her jaw, to her neck, and to her chest, she struggled and fumbled with the buttons until finally they all were free and the shirt hung loosely over his arms. Gripping his shoulders as he kissed closer to her breasts she began to push the garment off him, until he sat upward and pulled his arms through, tossing it to the side. Carol got a good look at him as he sat up to remove his shirt completely, and she wasn't sure if the red on his face was from embarrassment or pure arousal.

Daryl huffed as he threw his shirt off, doing exactly what he had wanted to avoid before, as he felt her eyes on him. He couldn't help but feel embarrassed by her gaze on his body, but he ignored it and leaned back down to her chest kissing her everywhere but her breast, feeling too nervous to go there.

Sensing his discomfort Carol slowly threaded her fingers into his hair, gradually guiding his face toward one of her breast. She looked down at him and saw his eyes peaking up at her through his long hair. She smiled and bit her lip, tugging at his hair a little for encouragement.

As Daryl wrapped his lips around one of her nipples he tried to remember what she had done to him that had felt so good. He remembered her flicking her tongue swiftly over the nub and then slowly swirling it around, pushing the flat of her tongue against it to cover more ground. He mimicked her movements as best as he could remember, growing even harder at the memory of how fucking good it felt and swelling with pride at hearing her whimper beneath him.

After a few moments he sat up again, Carol looked up at him as she breathed heavily, her chest now exposed to the cool night air causing her to shiver. Daryl griped her hips and ground his into hers, expressing his need for her as his cock felt impossibly hard. She gasped and grinded her hips back against him. Taking his wordless hint, she fumbled with the button of her pants and he scooted back to help pull them and her underwear off her legs as she wiggled out of them, not even bothering to take off her boots as her pant legs were loose enough to slip over them.

Daryl was back between her legs and kneeling over her in a second, taking a moment to take in the sight of her naked body (naked except for her boots at least, but with her legs wrapped around him those were out of his line of sight – not that it wasn't hot in it's own weird way.)

"Carol," he whispered, his voice heavy with desire, as he made eye contact with her again. All the sudden he was nervous again, realizing all over again how inexperienced he was and how different this was from their first time – his first time – when she had all the control and it was quick and easy and they barely took any clothes off. But now, here she was fully exposed beneath him, just waiting for him to make the next move. He let out a shaky breath.

Without hesitation Carol lifted herself up, supporting her weight on one hand behind her and reaching up with the other to cup the side of his face, turning it so she could place a soft kiss on his check. Then she turned it back to face her, looking into his pleading eyes, and smiled before kissing him on the lips, slowly opening her mouth and moving against his as he gasped a the romantic gesture.

Dropping her hand from his face she slowly traced her fingers down his chest and stomach, not breaking the passionate kiss. She stopped at his waistband, tickling the little patch of hair that peaked out there, before grabbing at his belt, unbuckling it with one hand.

Daryl felt her tug at his pants, he knew she'd struggle with only using one hand but offered no help as he was too distracted by her lips moving from his to his jaw and the spot between his neck and ear. She nipped and licked at the sensitive skin there and his breath hitched in his throat while simultaneously bucking his hips forward into nothing, not being able to control himself.

She couldn't get his pants off with one hand but managed to get the belt loose, button undone, and zipper down. When she felt him push his hips forward she slipped a hand in the now loosened pants, giving her enough room to cup her hand around his member, gripping it and stroking it slightly.

Daryl gasped again, dipping his head down into the crock of her neck, in turn tearing her lips away from his. He hissed as she continued to stroke him, panting into her neck, feeling incredibly hot as his warm breath blew back in his face.

"Fuck," he breathed shakily, and swatted her hand away. She removed her hand from his pants and looked up at him with big eyes as he sat up straight. He just looked at her sheepishly without saying anything hoping he wouldn't have to explain his embarrassment. She understood of course but waited to see what he wanted their next course of action to be. He hovered over and she watched his eyes shyly wonder down to the spot between her legs. His hands were on her thighs, as he seemed to always place them there every time he sat up straight on his knees, and with a look in his eyes she hadn't seen before he slowly began to lower his hands to her center. They were shaking slightly and she knew he was nervous but his eyes glared at her from beneath the hair that had fallen in his face with determination, and his look alone sent a jolt of pleasure through her body. Her own breath hitched in her throat and she inhaled deeply at the sight of his hand getting closer to the destination without him removing his gaze from hers.

Only when his hand was there did he break the gaze, but only for a moment, to double check where his hand was exactly, and ponder what it was he should do, before looking back to her face. She swallowed hard as his hand touched her, one of his fingers gently exploring the soft skin. He was shocked at the wetness there and surprised at how discovering how wet she was drove another wave of pleasure through his body. Looking down again as to concentrate he delicately entered his one finger inside her, slowly moving it in and out as he heard her let out a small gasp.

Carol rocked her hips against his finger, trying to encourage him to be braver. Daryl was driving her mad, but she wasn't a teenager anymore and one finger wasn't anything special to her, even if the sweetness of the act and his gentleness made her that much hotter. She reached down and grabbed his wrist and she noticed he flinched, fearing he'd done something wrong.

"It's ok," she told him, guiding his hand upward slightly, "here," she whispered and let her head fall back as his finger circled her clit, "just like that."

It was awkward for a few moments until he found a good pattern that had her squirming and whimpering like mad. He watched her in amazement, mindlessly performing the task with his hand as it memorized the right movements and stared at her face as she gasped beautifully beneath him.

This time it was her turn to swat his hand away and lifted herself up, both hands pulling his pants down.

"Daryl," she pleaded, "please, now."

"Oh fuck yes," he stammered in excitement and backed up to get his pants off past his knees, leaving one leg on one of his ankles, not being able to wait any longer.

Carol lied back on the ground, her head a few inches form the wall, and Daryl laid over her between her legs. He gave her one last hard look before gripping himself and pushing inside her. They both gasped at the same time and began to move into one another creating a fast paced rhythm.

Daryl bucked into her hard, enjoying being able to be in control and loving the feeling of Carol's hips grinding upwards to meet his own. His head fell into the crock of her neck and he panted heavily, surprising even himself at the grunts and gasps coming out of his mouth but finding it literally impossible to control himself. He felt like an animal that finally caught its long awaited prey. And Carol let out a small scream with each thrust and he nipped at her neck, the sweat beading down it tasting delicious on his tongue.

Carol basked in the pleasure she was receiving from Daryl, unable to keep herself from frantically thrusting her hips upwards, grinding into him and meeting each thrust, pushing him into her further. She might have been embarrassed at the sounds she was making or of how desperate she fucked him back if she hadn't been anticipating it for so long. The feeling over them molding together driving them both wild, and they both knew it was something they'd be craving for a long time.

Daryl grabbed her hips as he buried himself deep within her and she tightened her legs around him pulling him in even deeper, rocking herself to orgasm as he let out a long loud gasp, finishing with her while she let out a scream herself.

Panting Daryl lifted his head from her neck and looked her in the eyes, resting his forehead on hers, both of them covered in sweat. Carol smiled at him and he smiled back before getting off of her and lying down next to her, their chests heaving up and down.

After a few moments he sat up and pulled his pants back on, looking over at her to encourage her to do the same. They both got dressed in silence and she was about to stand when he gripped her wrist and pulled her body into his, which was now sitting with his back against the wall.

She chuckled lightly as she fell into him and he wrapped an arm around her, kissing her temple and grunting, "we got each other."

The End.

Final AN: Thanks again for the reviews/follows/favorites. I hope you guys liked this story. I tried to keep it short and sweet as it was my first Walking Dead fanfic and the first fanfic I've written in a couple years. Not sure if I'll continue writing at all but I guess we'll see! Thanks again everybody!