Carol stood in the catwalk with her arms wrapped over her waist. She was up early, just before sunrise. She had intended to start breakfast early but she always loved a good thunderstorm and approaching one promised to be spectacular. The wind whipped around her slight form like a fury, ruffling her short hair into a soft silvery cloud around her head.

"What are you doing out here?" A deep voice said close to her ear. "You should've woke me." She smiled and leaned back against Oscar's hard chest, taking pleasure in his warm embrace. He was the only surviving inmate of the prison and her gentle giant. They had never talked about what he was incarcerated for and she didn't care. She wouldn't judge him for what he might have done in the past. The man she knew was just as good as the rest of them.

"You needed your sleep." She covered his strong arms with hers and pulled them tighter. "Besides, I was just thinking." This prison had become their home and the little group felt some modicum of safety after all this time but not enough to let their guard down, especially with the threat of the Governor looming over them. Merle Dixon insisted the man was a psychopath and would find them and kill them all if they didn't kill him first. His former Woodbury companions agreed. If Carol had not have seen the condition of Amanda upon her return from that dreadful place she might have doubted the older Dixon; she might have brushed his warnings off as over exaggerated.

"Anything you want to talk about?" he asked, a little worried at her reticence. This wisp of a woman was stronger than anyone he'd ever met so if she was concerned about something, he couldn't help but be concerned as well.

Carol shook her head and turned in his arms. She stood on her toes and he still had to bend over to meet her lips. "It wasn't important, Oscar." She cupped his face with her slender hands and kissed him again letting her lips linger a little longer. "Nothing to worry about."

He sighed regretfully and pulled away. "I'm headed to relieve Caesar," he said still holding her hands. "Wanna join me?"

"I do, but I can't," She said apologetically. "I need to start breakfast. Tell Caesar to go on to bed. Beth's going to help."

"You work too hard, Carol," he said, turning her hands up, rubbing the chafed palms with his thumbs.

"No more than the rest of us." She smiled up at him and pulled him down for another kiss. "I'll meet you there with two plates when I'm done," she promised.

"What are you going to eat?" He winked and grinned.

"Ha, ha. Better be nice or I won't bring you anything," she teased back.

"Okay, okay! I'll share." Reluctantly, Oscar let go of her hands and said over his shoulder as he walked away, "I'm gonna hold you to that breakfast date."


Martinez rubbed his neck tiredly as he entered his cell. Double duty on night watch was catching up to him. He knew before he shone the flashlight own his bunk that that Amanda wasn't there. "Amanda?" he called softly. He heard a soft thud and then a shuffle from Rowan's cell. Amanda padded her way barefoot, squinting in the harsh light. "Did I wake you?" he asked as she yawned.

"Of course not," she assured him, hugging his waist.

"Mmmm, you feel good," he said, pulling her to him. He let his lips linger on hers a moment. All he wanted to do was sink into her body, collapse in a sated heap and fall asleep. That wasn't going to happen. He knew better. He had picked up on the subtle cues she was sending even if she wasn't doing it consciously, like last night when she stiffened against his mostly bare body. She still didn't trust him, or maybe she didn't trust men in general but he had to let her know that he would never ask her or make her do anything she didn't want.

He felt her tense again when he deepened the kiss and let his hands fall to her hips. His lips glided across her cheek to her ear. "Baby," he whispered in her ear. "I'm not ever gonna do something you don't want. If you're not ready, just say so."

There was a slight quiver in her voice when she answered, "I don't think I am ready."

"That's okay. I can wait." Caesar was a patient man; he could wait as long as it took but that didn't mean it would be easy. "I might need a cold shower," he admitted a little sheepishly.

She laid her fingertips on his waistband of his jeans just above the growing bulge. "I think I can help you." Maybe.

He lifted her chin and looked her in the eye. "Are you sure? You don't have to…"

"I know, Caesar. I want to." I think I do. I don't want to be scared forever.

"I'd like that, Amanda." He pressed his forehead against hers. "I'd like that a hell of a lot."

She smiled and took his hand as they walked to the showers together.


The Dixon brothers sat in the truck on the side off the road, mere inches from a pine, while rain and hail beat against the top so hard they could barely hear each other speak. It had been like this for the last fucking hour, since the younger of the two men hydroplaned off the blacktop and down embankment. "Like a goddamn fuckin' hurricane out here," Merle grouched. They had no hope of getting this truck out of the mud until the rain let up. Even then, it wasn't likely to happen without some heavy equipment.

Daryl nodded in agreement and chewed the side of his thumb. They had no game, no supplies and they were stuck. He was getting claustrophobic and his brother's grumblings didn't help. "Want me to find another vehicle?" Anything to get out of this damned truck…

"Ain't no use 'til this shit lets up."

"S'pose not," Daryl muttered. Merle was right. "Wouldn't mind tradin' this fucker in for that F250 'bout a half mile back. Whatcha think?"

His brother grunted. "Why the hell not? Bigger and got four-wheel drive, prob'ly wouldn't get stuck in the mud again."

"Nope."

Merle chuckled, "'Member that time, when ya was twelve and I was showin' ya how to drive that ol' truck of Daddy's?"

"I was nine," Daryl corrected him. "I had to sit on fuckin' phone books to see out the windshield."

"Oh yeah, forgot about that." Merle smiled reminiscently.

Daryl was a gangly boy, all arms and legs but kinda small for his age and he idolized his brother. He was always following him around, pestering him about something. Their momma and daddy weren't worth a damn and Merle took his baby brother under his wing, trying to teach him just to survive in a world that didn't give two shits about neglected white trash brats. He wanted his baby brother to be able to take care of himself when he wasn't there anymore.

Daryl was an eager student and caught on quick. He could already shoot and trap so Merle knew the boy would never go hungry when the old man pissed away his paycheck on booze; that was if he even got a one.

One day, after a heavy rain, Merle had had a few beers and maybe a little something else, just enough for a nice buzz and he decided it was time the boy learned to drive. He figured he wouldn't be there when his brother was legally old enough to drive so he thought, Why not teach 'im, now?

After a spinning a few wild doughnuts in Mr. Johnson's newly plowed field, Merle handed the keys over to Daryl and asked, "Wanna drive, baby brother?"

Daryl's eyes grew as big as dinner plates and his grin split his face. "Really, Merle?"

"Sure, kid. That's is if ya really want to."

"Hell, yeah, I do!"

Merle snagged a rag from the bed of the truck and wiped enough mud of the windshield so Daryl could see.

His little brother grabbed a stack of phonebooks and catalogs outta the floor of that piece a shit truck and propped himself up just enough to see through the steering wheel and still be able to reach the pedals. Before Merle could get the passenger side door shut, Daryl hit the gas and the truck lurched forward jarring Merle's teeth together. "Goddamn it, boy!

Daryl panicked and slammed on the brakes when his older brother hollered at him, throwing Merle into the windshield sending cracks spider webbing to all four corners of the glass.

"Fuck!" Merle cursed as he grabbed his head with both hands, a trickle of blood seeped through his fingers. "Ya fuckin' damn idio…" He stopped when he saw the terrified look in the young boy's wide blue eyes. His stringy hair was plastered to his sweaty face and he was waiting for the backhand that would have come if their old man had been there. The backhand that almost came from his older brother until Merle saw the fear…he never wanted Daryl to look at him like that.

He clenched his hand and unclenched it letting it fall loosely on the seat. Wiping his bloody forehead with his shirt he allowed a forced chuckle to escape. "It ain't that bad," he assured the frightened boy. "What are ya waiting for, Darylina? Let's go." Daryl visibly relaxed and a grin spread across his face again. A few more jerks and another lurch and they were out of the muddy field and back on the road.

Merle didn't want to leave with his brother scared of him. There weren't no way he could stay around the old man much longer without killing the fucking bastard. He had no real plans but he had to get the hell out of there. Probably go in the service if they'd take 'im.

The Dixon brothers didn't quite make it home. Daryl ran off the road and got stuck in a ditch, front wheels buried to the rims in mud. They walked the most of the waybefore hitchin' a ride on the back of a flat bed truck.

Merle took a beating for the damage to the pickup. After the first punch that sent him sprawling, Daryl started to intervene, to take the blame but Merle screamed at him to shut the fuck up just before another blow landed on the side of his head. That night, Merle packed his meager belongings and left though the bedroom window.

"Hey," Daryl said, punching his brother in the shoulder, reeling him back into the present. "Where'd ya go?"

"Nowhere, man," He said gruffly and opened his door. "Fuck this shit. I'll be right back."

"What the fuck? Merle!" Daryl yelled after him, soon losing his image in the gray haze of the heavy rain.


Amanda sat on the bench as Caesar undressed. "You gonna watch, baby, or you want to help me?"

"I'm fine right here," she said with a grin, from her seat on the bench.

He grinned back. "Suit yourself, sweetheart." He suddenly became very self-conscious as her bright blue eyes watched him with anticipation, or was it amusement? Caesar turned his back to her and unbuttoned his shirt.

She whistled. "Take it off!"

He looked over his shoulder at her. "Seriously?"

She giggled and nodded. God, she looked so cute…and sexy with that wicked smile on her face.

"Hell," he muttered and let the shirt slide off his heavily muscled shoulders to fall on the tiled floor.

"More!" she called out, still giggling.

"Not if you're gonna laugh at me." But he liked to see her laugh and her blue eyes sparkle with delight like they were right now.

"I'm not laughing at you. This is me, having fun."

"At my expense?" Caesar asked, with a chuckle but turned so she had a really nice view of his backside as he slowly slid his pants down his hips revealing the top of his worn but well-fitting boxer briefs.

"Nice! Keep going!"

He shimmied his hips and his jeans pooled around his ankles. "And that's as far as it goes, baby." He said stepping out of them and tossing his dirty clothes at her.

Laughing, she swatted them to the floor. "Aww, Caesar," she laughed at the sour look on his face. "Are you embarrassed?"

"Uh…yeah…but I guess I'd do anything to see you smile like that." He turned on the water and stepped under the icy drizzle. "Damn, that's cold," he shivered.

Amanda eyed him. "You going to shower in your boxers?"

"If you're gonna sit there and watch then, yeah, I am." He lathered the tiny bar of soap between his hands and began to scrub himself clean with one of the rough prison washcloths.

Though she had never really thought about it, it seemed strange to her and she told him as much. "I never took you for the modest type."

"Why not?"

"Look at you, Caesar!" she exclaimed. "Your body…you're beautiful!"

He snorted. "Never been called that before," he said, rubbing the soapy washcloth over his black cropped hair.

"Well, you are," Amanda said softly, just behind him.

He didn't hear her walk up and jumped slightly at the sound of her voice so close. Turning his head, Caesar blinked the water out of his eyes as she took the soap from his hand.

"I said I'd help you out," she murmured, working the disappearing bar into a quick lather between her hands.

"Gonna leave your clothes on?" he asked, watching her from the corner of his eye.

"Yes."Amanda turned him away from her and beginning at his thick neck, she leisurely glided her hands across his broad shoulders.

He propped his hands against the wall and let his head drop as she worked the knots out of his tightly wound muscles. He groaned involuntarily as the tension flowed out of his body and down the drain with the water.

Amanda worked her way down his spine until her hands begin to cramp and then she slid them around his tight stomach and lay her head on his back, listening to his steady heart beat. Slowly she let her hands dip inside his boxers and brushed her fingers through the coarse curls until her palm covered the hardened shaft of his cock. She felt his heartbeat quicken as she slid other hand down further to cup his balls.

"Fuck," he ground out between gritted teeth as a shudder tore through him. For so long, Martinez had wanted her to touch him but he wasn't really expecting it now, hoping but not expecting. He wasn't prepared for his body's intense reaction to her hands on his bare skin. Amanda pressed herself against his back and he held his breath as her tongue licked a path up his spine as far as she could reach. He jerked in her hands and she stroked him until his balls tightened and he threw his head back with a guttural moan. No amount of invoking the name of Merle Dixon could keep him from coming when her hand was wrapped around his cock.

"Shit," he gasped, finally able to breathe again. Amanda kissed his back and rinsed her hands in the spray of the shower. She moved around to stand in front of him, the cold water trickling down over them both. Caesar straightened his still quivering body and took another minute to catch his breath not taking his dark eyes from her blue vulnerable ones. A tiny questioning smile tugged at the corners of her mouth as she bit her lower lip.

He reached past her and turned off the shower. Pushing the damp curls behind her ears, he stroked her cheeks with his calloused thumbs before pressing his lips against hers and kissed her sweetly. "Thank you," he whispered against her mouth and pulled her in for an embrace.


Rick passed Carol on the catwalk as she was heading back into the prison. He stopped her a moment to see how she was doing. "Everything okay?"

She smiled. "No problems, Rick." The she took a step back. "What about you?" she asked him, concern filling her voice.

"I'm managing," he informed her but not with much confidence.

Carol squeezed his hand. "You need more than that, Rick."

"I'll be fine." One day, I'll be fine.

"Why did you let her go?" She asked sadly. "You know she loves you."

"Carol," he pleaded. He didn't want to go through it again. Once, with Mandy was about all he could handle at the moment and not fall apart.

"Rick, you love her." The older woman's gentle voice and soft voice were almost his undoing. "You were lucky enough to find love a second time. Don't throw it away so easily."

Easily? Is that what she thought? God, it almost killed him. Rick put his hands on her shoulders and steeled himself not to break from the kindness that shone from her caring eyes. "Carol, it's done. I can't do it all."

"You don't have to. There are enough of us here to share all of the responsibilities," she insisted.

He had to force the next words out. He thought about them before but giving them a voice made it real. "She'll be happier with Caesar. He can give her what she needs. I can't." Oh God. He thought he might be sick.

"She doesn't love him. She loves you." Carol adored Caesar but in her heart she believed Amanda and Rick were made for each other and hoped that they both would come to their senses before it was too late.

Rick didn't really want to think about Mandy with Martinez but it wasn't his call anymore. He ran his hands through his hair. "To keep us all safe, I have to think of the group first. You trust Merle Dixon with your safety?" Granted, as far as he knew, the man hadn't done anything since he came to the prison to endanger them. But, the older Dixon was a loose cannon and would do whatever he wanted regardless of what anyone else thought.

Merle wasn't the same man she first met at the quarry, Carol thought. Sure, he was still rude, abrasive, and an all around asshole but he was also helpful, hardworking, and surprisingly had a soft spot for children. He believed in family first and now that his entire family resided at the prison she knew wouldn't put them in harm's way. Carol crossed her arms and met Rick's tired blue eyes with her own determined gaze. "Daryl trusts him. And I trust Daryl, so yes."

Rick shook his head, knowing there was no way he would win this. "Maybe so, but I have my own kids to think about, too."

"And you'll be a better father if you're happy."

"I am…I will be happy," he said, trying to convince himself as much as he was trying to convince her.

Carol raised her eyebrows in doubt and shrugged. Then she stood on her toes and kissed his cheek. "I need to get breakfast started." She turned and went back inside the prison.


An obscured sun was just beginning to rise when Rick turned from the catwalk to look over the grounds. A glint…a flash of light…something caught his eye. Lightning? He thought he saw something…a movement just along the edge of the woods. He lifted the binoculars to his eyes and scanned the trees that were bending to the strong squalls that heralded the imminent storm. It was moving in fast. Just the wind, he tried to tell himself. Maybe so but his cop instincts told him something was wrong. Shit.


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