"Sophia you need to lay down and sleep." Carol whispered in a low voice looking over where T and Glenn were sleeping. Both men were still out cold and her eyes flicked to Daryl's rigid form at the window. He had been standing there for hours now looking out over the city in the same direction. She could see the worry laced through his body over his brother and she felt sick at the thought of something happening to Mac.

"Mama." Sophia whispered. "Is Daryl gonna sleep?"

Carol smiled at the concern on her face, "Yes, now sleep."

Sophia rolled over a shiver rolling through her body. Carol watched as she grabbed her bag and pulled it to her and pulling out a shirt. Carol frowned at it not sure where she got it. Sophia wrapped her small form in the flannel shirt that dwarfed her. Daryl scent washed over her and Sophia smiled at her as she curled into a ball closing her eyes.

Carol stood up and walked towards Daryl. She had tried to thank him earlier but Sophia had been hysterical and it took sometime to get her calm. She had refused to leave Daryl's side for the entire night. It took him telling her she needed to get some sleep, of course it was in a more Dixon like manner but it seemed to do the trick.

Stepping next to him she could hear the groans of walkers near by and searched for them in the dark. Daryl didn't look at her but like always he seemed to know what was going on, "To your right just past the greyhound."

Carol's eyes flicked there and she could the walkers milling about. "Do you think we'll find them tomorrow?"

Daryl's face pulled into a scowl, "We'll find Mac. I know where he'll be without fail." He looked down at her his arms crossed over his chest his thumbs hooked along his chest, "The rest...well fuck if I know Mac aint known for giving a shit."

Carol nodded along with his words, "I think he'll have Andrea with him if anyone."

Daryl smiled a genuine smile that had her chest aching, "Yeah I don't doubt that."

Carol looked down at Sophia and smiled. "Did you give her that shirt or did she make off with it?"

Daryl turned looking over his shoulder at the girl and smirked, "She slept in it that night at my truck carried her back in it."

Smiling Carol realized Sophia had been sleeping in it almost every night since then. She looked over at him and he was looking back out the window chewing his lips furiously. His eyes were sweeping in fast strokes always on the prowl for danger. Carol stepped closer to him and looked over at the other men before speaking.

"You all said you knew where Rick and Shane would be..." Carol licked her lips setting on the window sill demanding his attention. Daryl looked at her raising an eyebrow, "Do you think they are okay?"

Daryl blew out a heavy breath and set on the window sill beside her. His shoulder brushed her body and she felt a thrill shoot down her spine as his body heat invaded her form. He was looking down his hands running down his thighs over and over. Daryl let his head fall back against the window closing his eyes and his hands stilled along the bend of his hips at the apex of his thighs.

"Depends on how much they've run their mouth Carol. Rick...Rick seems like he'd be more sensible. I think Shane will likely be carrying some bruises." He opened his eyes looking at her, "What were you all doing coming to the city?"

Carol felt her blood chill and met his eyes, "We needed gas."

Daryl didn't look away from her his eyes studying her and she watched him just as closely. "When we go get them you keep Sophia right with you."

Carol smiled at him, "Yes sir."

Daryl growled at her and set up invading her space, "WE aint the only men in the city Carol. We've seen three other groups. We've had run ins with two. If someone means to do you or that girl harm you put a fuckin' bullet in their head." His voice was low and dangerous, "You fight for your girl and yourself, never let anyone tear her away from you."

Carol swallowed at his words, "She's going to miss you when we leave the city."

Daryl flicked his eyes to the girl and Carol seen something pass through his eyes. It was gone before she could really study it. He shook his head at her words but said nothing else. "You should get some sleep."

Carol elbowed him, "Who is gonna make you sleep Dixon? You can't keep going forever."

Daryl looked down at her and smirked, "Got more endurance and stamina than your entire group woman. I'll be fine. You just worry about keeping up."

The low gravel in his southern drawl set her blood on fire and before she realized what she was doing she leaned forward her lips landing on his. The feeling of his scruff against her soft skin only adding to the fire building in her over this man. Carol grabbed a hold of his bicep at the moment he started to respond to her. His hand hit on her back dragging her the rest of the way to him and she whimpered at the contact and the way his tongue slid along the seam of her lips. Carol parted her lips for him and felt like she was going to drop if his arm that was keeping her anchored left her. The kiss turned heated before they finally broke apart.

His lips were parted giving her a peak of his teeth and tongue just slightly letting her know he was biting down on it. Carol looked up at him and his eyes were on hers, the dark look piercing those blue depths seared straight through her making her breath hitch.

"Carol." Daryl warned his eyes going to the people around them. "Sleep."

She nodded her head unable to look away from his eyes and she let go of his arm. Standing up she looked up at him again and smiled, "I can keep up just find Daryl." She turned around and walked towards Sophia hearing the low growl that rumbled through his chest and smiling about the way his eyes widened.

Carol woke up the next morning to Daryl talking to Glenn in rapid fire responses, "Get it all together. WE gotta move before the sun is all the way up if we wanna catch them before he takes off."

"Why would he take off? I mean he's gonna be up early too." Glenn shrugged.

Daryl grunted and jerked his pack up, "He never wakes as early as me. We got a good hour before he's awake and that'll have to fuckin' do."

Carol started getting hers and Sophia's things together hearing the urgency in Daryl's voice. Sophia rolled over the shirt tangling around her as she did so. Carol smirked and woke her up. Her eyes landed on Daryl immediately and she was up shrugging from his shirt and trotting for him.

Carol shook her head. She didn't even get a good morning. She watched as Sophia grabbed Daryl's arm and pulled him to face her. His anger directed at the situation pushed from his face and he raised an eyebrow at her as Glenn moved off. She couldn't hear what was being said and she seen Daryl's eyes lift to hers, they were wide. Carol frowned and stood up moving towards them.

"Well?" Sophia questioned.

Daryl backed up from her and shook his head, "Drop it Kit." He looked at her, "Getting ready to go."

He turned walking down the steps and Carol watched him. He whistled, "When y'all are ready get down here, burning day light."

"What was that Sophia?" Carol questioned.

Sophia gave her bright smile, "I seen you kiss him. "

Carol's face flushed and she shook her head, "I...Sophia that don't answer my question."

"I asked if he was coming with us now that he loved you." Her bright infectious smile and youthful innocence made Carol's face blaze red. She could only imagine what was going through Daryl's head.

"Sophia you don't just ask people stuff like that." Carol scolded.

Sophia crossed her arms over her chest her hip cocking out, "You told me that if I had a question never be afraid to ask!"

Carol eyed her, "Somethings are inappropriate young lady and you know that."

Sophia huffed but kept her mouth shut not saying anything as she got her stuff together. Carol followed her down the steps seeing Daryl standing outside the smoke billowing up around him. He looked over his shoulder their eyes meeting and she blushed and his lip upturned just enough to let her know things were okay.

They had been moving fast Daryl not slowing for anything. He was quick and efficient in killing walkers in their path. They could all see his worry for his brother riding on his shoulders. It was weighing him down and he was brooding as he moved. It amazed her silent he could move through the streets and even over broken glass.

Carol's eyes went to Sophia who was right behind him to the point she was almost touching him. Daryl would look back every so often his eyes going to Sophia then her before he turned back around.

They were coming up on another shopping area and she could see the muscles in his back visibly bunch. He stopped pivoting on his foot and held his finger to his lips i silent warning. The sound of crunching gravel and glass met their ears and Carol shifted closer to Sophia where the girl was almost pressed completely against Daryl's back. Carol grabbed Sophia's smaller hand and seen her other hand gripping Daryl's belt her hand clenched tightly around it. That explained how she had kept up with him and her movements like his, she'd been holding on to him the entire time.

The tension in the air as they listened to the movements of whoever was close was starting to get to all the group. Daryl turned and looked at Sophia for a second and his lips parted before he looked at Carol. His words form last night flashed through her mind and she eyed him. His hand slipped around his back grasping her tinier one and getting her to release her grip on his belt. Sophia shook her head frantically, panicked little no's leaving her lips.

Daryl held his finger up again silencing her before he smirked at her. "Promised Kit."

With that he slipped around the side of the car they were hiding behind. Glenn and T moved up next to her and Sophia both men shielding them as they listened intently for anything. Daryl was silent as always as he moved but the cursing of whoever it was getting closer but still muffled.

Glenn and T looked down when Sophia sniffled and her eyes stayed on where Daryl had disappeared to. Carol rubbed her back soothing her. Glenn smiled at her, "He'll be fine. "

"GODDAMN!" A loud barking voice rang out.

They all jumped snapping to attention and the sound of booted feet moving quick met their ears. "Took your precious fuckin' time getting here brother!" Mac snapped.

Sophia stood up and was over the hood of the car before Carol could get ahold of her. Glenn looked to Carol and so did T but she was already up and moving towards her daughter. Carol came around the side of the vehicle in time to see Sophia slam into Mac hard enough he fell against a truck. Mac grinned down at her.

Daryl was talking to him and Carol walked up next to them her eyes on Sophia. Grabbing her hand she pulled her to the side, "Sophia if you ever take off on me like that again little girl so help me god."

"Mama! It was Mac though!" Sophia argued.

Carol shook her head, "You can't do that! What if something had happened?" Sophia scowled and Carol shook her head, "Don't give me that look! You could get hurt!"

Sophia nodded and Carol turned seeing Mac looking Daryl over with a critical eye. Daryl was looking around them before his eyes went back to her then the other men. Sophia moved back up to him her hand wrapping around his belt again and Carol shook her head. Something about him comforted the girl more than anything Carol had seen. She knew it was more than that though, she was scared he was going to disappear again.

"Where is the rest of the group?" Glenn questioned.

Mac's eyes shot to him and he had a look in his eyes, "At the apartments. I came out early lookin' for this fuck face."

Daryl turned and started towards the buildings. His voice was low as Mac walked next to him there shoulders brushing, "Who?"

Carol was walking beside Daryl with Sophia just in front of the two of them. She could hear everything they were saying and Mac didn't seem bothered by it but he was distant. His eyes lanced through Daryl when she had walked up and she wasn't sure what to make of it but Daryl had.

"Lori." Mac hissed, "Dumb ass was screaming out for no goddamn reason and brought a herd on us and backed herself in a goddamn fuckin' corner before I could get to her." Mac's voice was pissed off but there was underlying current racing through it.

Daryl slowed his walk, "Carl with her when it happened?"

Mac shook his head as they stepped through the pawn shop door, "Nah. Go on up." He motioned to the others.

Sophia huffed but moved up the steps and Mac grinned after her. Carol smiled at him moving to by but he grabbed her arm stopping her. Mac shoved something in front of the door sealing it and turned back t them.

"Me and him are going to go get department dumbass."

Carol frowned and nodded already knowing this. "I know."

"Listen to me Silver Fox. Keep an eye on Carl his ass tried to slip out three times already thinking Lori is still out there." Mac's eyes were hard. Mac released his grip on her and shifted closer to his brother. "We'll be back before sun down. Be ready to move then."

Carol raised an eyebrow, "I thought we were going to rest here then get out?" She looked Daryl and his face was set.

"These men aint into sharing Carol. They get wind we got supplies, women, or anything they want...they'll come for it." Daryl's voice was low. "When we get them out of there we're getting the fuck out of the city."

Carol's eyes widened and Mac cut her off, "Merle aint here."

"If he was here we would have found him by now. We know our brother." Daryl shrugged.

Carol nodded at them and looked at Mac, "Did you tell Andrea or any of them about this?"

Mac nodded at her words grunting, "Andrea will help you."

Carol chewed his words over and looked at Daryl, "What if Rick and Shane aren't there anymore..." Daryl met her eyes and she swallowed, "I'll look after Carl."

Mac slipped out the door shooting her a look before looking at Daryl and at her again. He grinned and she flushed. Daryl raised an eyebrow but she just gave him a small smile, "Be careful."