The first hints at sunlight were already starting to peek in her cell through the thin line between the curtains when Daryl woke up. She was curled up against him, still nude, and murmuring something incoherent as she stirred.

He smiled sleepily, pulling her closer. Maybe it was because she felt so warm and inviting, or because it had been the best night's sleep he ever remembered having, but Daryl found that he couldn't keep himself from pressing a soft kiss into her shoulder.

"Mmmmph," she murmured groggily as her eyelids fluttered open. "Hey. You stayed." Her smile was wide and gentle as she rubbed the sleep from her eyes.

"So did you," he said quietly, running a hand through her hair as he repositioned himself on his side. "Sleep good?"

"Mmmhmmm," she answered. "What time is it? Should we get up?"

He took her hand in his, gently turning her wrist to check her watch before placing another soft kiss across her knuckles. "Nah. It's only five-thirty. Still got time," he said, his eyes never leaving hers.

"Good," she said, propping herself up on her elbows. "I'm way too comfortable anyway."

He leaned down to kiss her slowly, his hands sliding up to her hair. She cupped the side of his face with one hand, the other still supporting her weight. They kissed slowly between the sheets and Daryl was suddenly very aware of the fact that he was still naked too.

She sighed softly, leaning back into the mattress and pulling him on top of her. He nuzzled her neck, pressing his lips to her skin when she tilted her head back eagerly.

She tangled her fingers in his hair, stroking the overgrown strands at the back of his neck and he found that he couldn't keep his hands off of her as he groped her soft curves through the thin sheets.

She made a quiet, encouraging noise in response, shifting her body beneath his touch and he could tell that she wanted his hands on her skin as badly as he did.

"Shame to keep them gorgeous titties all covered up," he murmured, pulling the sheet down and palming her breasts as he continued nibbling her neck.

"Daryl," she moaned as she felt his reaction to her body's eager responses against her side.

She reached out to grab his cock, but he had slid lower, his tongue tracing the curve of her breast. Her breath hitched as he began to suck and she felt a growing tingle between her legs.

He moved his mouth to her other breast, his hand taking over where his lips had just abandoned, giving her a light squeeze.

She moved against him, pressing her hip to his hardness and he groaned, straightening back up and letting her wrap her hand around him. She thumbed his tip, surprised to feel him already moist and she began to jerk him slowly.

He pressed his mouth to her shoulder to muffle his groans of approval as she moved her hand up and down his length. "Feels so fuckin' good," he breathed, still grabbing at her tits. "Shit, I wanna come."

"Okay," she whispered in his ear, tracing his lobe with her tongue as she increased her pace. "I'll make you."

"Naw," he said, with a shudder of pleasure. He shook his head, placing his hand over her chest and stroking lightly with his fingers. "I wanna come… right here."

"Daryl," she breathed, her eyes wide.

He lowered his head, kissing and licking the valley between her breasts and goosebumps spread all over her skin. "Alright?" He asked, looking up into her eyes.

She nodded wordlessly, not trusting herself to speak as she sank down low, sucking his cock into her mouth and licking up and down his shaft.

He groaned, feeling his balls tighten and he gently tapped at her chin to get her to stop.

He could see the hesitation in her eyes as she lay back against the pillows, but she made no move to stop him as his thighs straddled her belly. "We'll stop if ya don't like it," he promised, sliding his dick between her breasts.

She sucked in a breath when she felt him, thick and hard against her soft skin.

"You control it," he whispered, letting out a strangled cry when she raised her hands to tighten her breasts around him.

"Oh, fuck," he moaned as he slid forward. The look on her face as she gazed up at him through hooded eyelashes as she squeezed his dick between her tits was quite possibly the most erotic thing he'd ever seen and he knew he wasn't going to last long.

"Does that- does that feel good?" She asked quietly, biting her bottom lip as she watched him slide back and forth.

"F-fuck yes," he moaned.

She yelped when she felt the first squirt of hot liquid on her throat and he wrapped a hand around his dick as he spurted all over her breasts.

"You're fuckin' amazin,' you know that, baby?" He asked, reaching for a towel. "So fuckin' sexy."

She sat up slowly as she cleaned herself off and he leaned his head next to her ear. "How you want me to make you come?" He murmured, nibbling along her jaw. "Hmmm?"

She closed her eyes when she felt his hand between her legs.

"Gonna make you feel so good," he said, his voice a near purr as he felt how wet she was. "Jus tell me what ya want. How you want me ta make ya come?" He repeated, dragging his tongue along her skin.

She moaned when she felt his finger slide into her. "With-with your tongue," she whispered. "Down… down there."

He froze, his finger still inside her, as he realized how turned on she must be to ask for that. "Damn, girl," he growled, nipping roughly at her breasts and ribs as he kissed down her body.

Her stomach was quivering in anticipation and he held onto her hip with one hand as he dipped his tongue into her navel, the other stroked gently across her lower belly. Her breath was shaky as she pressed her arm into her face, knowing there was no way she could be quiet.

He pushed her knees apart with his thigh, urging her to spread her legs wider for him as he continued to move down her body. He breathed in deeply, taking in her scent as he lowered his head between her legs, his tongue darting out to taste her.

She let out a deep moan when he slid his tongue along her slit and cried out as he licked into her wet folds. "Oooohh, that's so good," she breathed, writhing beneath him.

He held her hips with his hands, pressing her down into the mattress as he ate her out. She closed her eyes, her hands fisting in the sheets as he pushed his tongue into her and slid it out in a fast rhythm. He felt her tighten as he plunged his tongue into her, felt a new gush of wetness coat his chin as he sucked and he knew she was close, really close.

He decided not to hold back, reaching a hand up to clamp over her mouth as he began to lick furiously, plunging his tongue deep into her and then she was screaming as she fluttered against his face, her cries barely muffled under his hand.

He reached again for the towel, wiping at his mouth and chin and then he moved her to cuddle her tight against him. She was still whimpering softly into his chest when he pulled her close.

He held her like that for a few moments, until she started to pull away gently. "I need to take a shower," she murmured.

He nodded. "Alright."

"And I need you to come with me," she said.

He stiffened, his hand mid-stroke on her arm. "Now? People'll be gettin' up soon. It'll be too crowded in there for the two'a us."

She shook her head. "Actually, this is the perfect time for some privacy. Rick and the others shower at night , and most of the Woodbury people do it after breakfast and lunch."

He swallowed hard. "I just… I never…. "

"Please?"

He looked down into her wide, hopeful eyes and then he lost his resolve to refuse her. She trusted him, after all, with a lot of intimate things that she wasn't yet comfortable with. Maybe the least he could do was help her wash her back.

He sighed, dragging it out for dramatic effect. "Alright. Jus' this once I s'pose."

She smiled softly at him, and he felt his heart skip a beat. "Okay. I'll meet you there," she said, rising up and pulling on her jeans and tank top before heading back to her cell for a change of clothes.

He shook his head, watching her hips sway as she left. "What are ya doin' ta me, woman?" he muttered.

XXXXX

Sure enough, the shower room was empty when he arrived, not that he ever really doubted her knowledge of their friends' routines. She strode in a moment later, still with that sincere smile as she set down a pile of clothes and two towels on the stool.

She undressed quickly, sending him a look over her shoulder that clearly told him he should feel free to join her whenever he was ready.

He nodded slowly in acknowledgement, unable to keep his eyes off of her as she stepped into the stall, the water hissing quietly as she turned the knob to adjust the spray.

He made quick work of his pants and shirt, tossing them carelessly onto the floor before stepping in to join her.

She embraced him, her arms encircling his waist as the water dripped down from the showerhead. He buried his face into her shoulder, feeling the warm spray drip onto the back of his neck and splash down his body as he held her.

"Want me to wash your hair?" She asked, pressing a soft kiss to his temple, and he nodded wordlessly.

He watched intently as she squirted some shampoo into her palm, rubbing her hands together to work up a good lather before she reached up to splay her fingers across his hair. She laughed as she stretched to see her work and he ducked his head and shoulders down obligingly until he was below her height.

He closed his eyes as her fingers moved through his scalp, working the shampoo into what felt like every single strand of hair on his head. She tugged softly as she worked and between the light spray of the warm water coating his head and her gentle hands moving purposefully through his hair, he was feeling pretty good.

"Not too bad, huh?" She asked softly.

"Uh-uh," he answered.

She smoothed his hair back when she was finished, smiling brightly. She reached for a cloth, scrubbing a bar of generic, industrial strength soap into it. He wasn't a huge fan of the bland scent, but there was something about her skin, her hair, and her unique smell that made it all so much better.

She kissed his shoulder, pressing the washcloth slowly into his back and he froze.

"Ssshhh, it's alright," she said soothingly. "I'm not going to hurt you."

He nodded, sucking in a breath and squeezing his eyes shut as she moved to wash his back. He tried to concentrate on the water droplets that were rolling down his shoulders and chest as her hands moved the cloth over the scars on his back. She was as gentle as always, her lips caressing his skin as they followed everywhere the cloth touched.

He had to remind himself a few times that it was just them. It was just her. His Carol. Good Carol, gentle Carol, washing away every dirty, ugly, nasty thing about him and for a moment, he truly believed that she could scrub away the scars that were woven into his skin just as easily as she could scrub away the dirt.

He pulled her close against him when she was done, reaching to take the washcloth from her, his eyes glistening at the slight hitch in her breath when he moved it between her legs.