Hey guys! Thanks for the reviews, I'm glad you're enjoying it. This is the first time I have ever written smut so bare with me! Anyway, once again, apologies for any typos!

I hope you enjoy it, I would love to hear your feedback :)

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Daryl wanted to retreat, back outside, outside the walls and far away from Alexandria; he would have done just that if it weren't for Carol's dainty fingers threaded firmly through his. Her small form dragging him forwards up the stairs and down the hallway. Daryl suddenly felt a wave of dread cloud over him, maybe this was a mistake, he loved Carol, loved her more than anything and their friendship was strong, unbreakable even. He was worried that rushing into something this intimate would ruin it and she would cut him out and he didn't want to lose her all because his crotch was speaking to him louder than his brain.

Upstairs was quiet, soft snores echoed from the other rooms, as they paced quietly towards Carol's room at the end of the hallway. Carol twisted the handle to her room, the coolness from it jolting through her clammy hands, she shut her eyes and took a deep breath. This is happening. She thought steadying her breathing. It had shocked her that Daryl had been so accepting of her confessing she wanted him, that sort of thing would usually have sent him running for the woods, she had been evened more stunned when he had kissed her, the kiss so full of love, he was so careful. His exterior was feral and harsh and tended to make people nervous but his interior was soft and squishy, it was one of the qualities she loved most about him, how he continued to surprise her as their friendship grew, she learned more and more about him and what was going on inside that made him so closed off.

Carol dropped his hand and entered her room, Daryl stood rigid in the doorway, his hands beginning to tremble slightly. He felt so conflicted, he didn't want to risk what they had already but then he also wanted take her in his arms and prove to her exactly how much he loved her. Carol sensed his unease, and took a step towards him, grazing her thumb over his clenched knuckles. "We don't have to if you don't want to," she said meeting his gaze, her eyes proving just how much she meant what she said. Daryl stared at her through his bangs, his hand tingling and spreading through his body.

"I wanna," was all he responded with a whispered husk in his voice. Daryl laced his fingers through us and she walked backwards, leading him towards her. He closed the door behind him and slid the lock in place so that no one could disturb them. Carol stepped into his space, her breath cascading over his exposed chest. His breath hitched as she placed her hands on his chest and pressed her hips flush against his. Carol swallowed and internally gasped when she pressed her hips against Daryl's, his erection pressed firmly against her lower belly. Her heart began beating bruises against her rib cage. Daryl cupped her face, his index finger tracing circles on the nape of her neck, sending bolts of electricity down her spine, causing a fire to start burning up in her core.

Carol tilted her face to meet his, pressing her lips against his chapped whiskey lips. Her aim was off and she only caught his lower lip between his, it was a sloppy, wet kiss and she felt her pulse quicken and a blush from embarrassment, she pulled back and smiled up at him from under her lashes. Daryl smiled down at her and moved in to kiss her, taking the lead this time and trying to push himself out of his comfort zone and try to be the man she deserves. His lips collided with the corner of her mouth. Shit. Daryl snorted a laugh and pressed the side of his face against hers so his nose was tickling her ear. Carol quietly giggled into his neck. "M'sorry, ain't good at this stuff," he whispered, his facial hair scratching her. Daryl's fingered traced down her arms and his hands softly on her waist, his touch ghostly, as if he was afraid he would hurt her.

"Me neither," she said moving her hands to the back of his neck, and threading her pale fingers into his dark hair.

"Shall we try again?" She smirked into his neck, tightening her grip on his hair.

"Hell yeah," exclaimed Daryl, moving to look at her once more. He curled his fingers ever so slightly around her waist at the base of her ribcage. Carol pulled his face to hers once more and kissed him. The kiss was better calculated and was perfect and not sloppy like the previous two kisses and the kiss on the sofa. Daryl's lips started to move in time with hers and he felt himself begin to relax into her touch, her scent engulfing him and making him dizzy. Carol thrust her hips against his, hinting that she wanted to move on to the next level. Carol's body felt hot against his hand, she was sweaty from the humidity but it doesn't bother him, he was definitely more covered in dirt, sweat and blood than she was, he actually thought of it as a bit of a turn on. Daryl pulled back to look at her and shook the hair out of his eyes, before kissing her again, this time it was desperate and full of need. Carol squeaked quietly at the sudden change in pressure, her mind was running in circles and she was convinced that the room was now spinning. She felt so wanted and so loved and she couldn't stop kissing him, she never wanted to stop kissing him, she loved the way his lips tasted of whiskey and of stale cigarettes, and though they were chapped, still soft and kissable. Daryl's arm slipped tighter around her waist and tugged her closer his torso. Carol's hands snaked out of his hair and down his arms, her nails digging in to the firm muscle of his arms. His biceps flexed under her touch, and the ache between her legs made her knees go weak.

Daryl walked her backwards towards Carol's bed, they stopped just before and Carol pushed his vest off his shoulders and it landed on the floor in a heap. Daryl's fingers moved to the hem of her vest top, rolling the edge of it between his fingers and grazing the soft skin of her stomach, he met her eyes and she nodded, reassuring him that it was okay. Daryl snaked his fingers under her top and brushed his calloused hands over her stomach and on her back. Carol held her breath when his thumb brushed against her breast. Daryl drew back, worried he had over stepped the mark and gone to fast. Carol took a step back from him, Daryl panicked and he began to tremble slightly, he'd screwed up. He cursed inwardly and took his thumb to his mouth and started to gnaw at the skin around his nails. Carol's eyes swooped over him and the corner of her mouth upturned, without unlocking her eyes from his, she drew her vest top over her head and tossed it on the floor next to Daryl's vest. Daryl's erection throbbed painfully against the zip of his jeans as he took her in. Carol's pale creamy skin captivated him, her stomach flat and toned, and her breasts rose and fell gently in time with her breathing, her pink nipples hard from arousal. He couldn't avert his eyes she was stunning, everything about her was perfection, even the scars that wound around her curves, the faint scar across her belly fascinated him most, presumably a C-section scar from when she had Sophia. Carol stared at him, the whole situation should have been awkward, him gawking at her the way he was but it wasn't like that at all, she would not have changed a single thing about the situation.

Blissfully unaware of his actions, Daryl stepped towards her and took hold of her, his hands holding on to her ribcage, his stubby nails digging into her. Carol gasped and melted into him, Daryl ducked his head to her neck and planted a wet kiss against her shoulder. Carol let out a satisfied sigh and still marveled at the fact that Daryl could be so gentle, she never knew he was capable of loving someone so tenderly. Daryl bit down on her shoulder and then kissed the same spot to sooth the bite. He peppered kisses up her neck and along her jaw, Carol hummed and tilted her head to the side, exposing her neck to him. He continued biting and kissing at her neck for goodness knows how long, Carol savoured every moment of it and she never wanted it to be over. She began working the buttons of his shirt, Daryl watched her intently as she did so and was sure that he was the luckiest person in the world, both dead and alive.

Carol went to push the shirt off his torso but his hands caught her wrists, stopping her, his hold on her was firm but not painful and she knew he would never heard her Daryl looked at her apologetically and she immediately understood. His scars. She knew that he was ashamed of them but she understood it, Carol had seen his scars before when he had been shot and had taken an arrow whilst out looking for Sophia. "You can keep it on, it's okay. We don't have to do anything you don't want to, if it's too much we can stop-," Carol exclaimed but he silenced her with a kiss and he shrugged the shirt off his shoulders and let it fall to the floor behind him.

"Don't wanna hide nothing from ya, kept how much I loved ya secret for too long, ain't hidin' anymore," he smiled down at her and she smiled back with a tears in her eyes. Carol held his neck and pulled him down for a hungry kiss. He traced his tongue along her lower lip and she opened her mouth willingly, his tongue collided with hers and danced over it. They were so in sync with one another. Carol's hands brushed over the ridges of his back, he was tense and she could feel it but the more they kissed, the more he relaxed and enjoyed the moment. Carol moved backwards and lay down on the bed, Daryl climbing over her small frame, his body swamped her, his height and muscles huge compared to hers. Carol ran her fingers down his torso and she began working to undo his jeans, once the zip was undone, Daryl relief a wave of release wash over him, his erection was no longer crushed tightly in his jeans. He moved off her and moved to undo his shoes and then remove his socks and then climbed cautiously back over her, careful not to crush her out of fear of breaking her.

"Hey," she said taking his face in her hands, "I'm not going to break," she whispered before kissing him softly.

"Don't wanna hurt you," he replied timidly.

"You never could," she replied breathing heavily. He kissed her softly and she smiled against his lips, her heart aching for him. "Daryl?"

"Hmmm?" He hummed against her ear as he nibbled at her earlobe.

"Love me?" It took him by surprise, he drew back and looked deeply at her. Carol's face was expressionless and her chest heaved as her heart pounded, she could feel the wetness in her underwear and she bucked her hips into Daryl's. That was all the encouragement he needed, Daryl pressed his body firmly into her and her body melted into the sheets beneath her. He kissed her hungrily, hardly giving her a chance to catch her breath, he sucked at her neck and bit down hard, and she arched into him, aching for more. Carol knew that her neck was going to be bruised in the morning and people would ask questions but she didn't care, all she wanted was to feel Daryl fill her and pleasure her. Daryl hooked his fingers into the waistband of her pajama shorts and slid them down her thighs in one sweep, along with her underwear. Carol let out a giggle and reached for his boxers, feeling his swollen erection beneath the cotton fabric. Daryl shook down his jeans and boxers and tossed them on the floor with the rest of their discarded garments. She looked at him, stunned that Daryl was actually naked on top of her, his manhood poised and standing to attention. She was in awe, he was perfection.

Daryl trailed his tongue across her collarbones and down her in between her breasts before moving and kissing her breasts, taking her hardened nipples between his teeth and humming a kiss to them. His hands caressed up and down her body, over her breasts, down her stomach and thighs. Daryl kissed her forcefully and she bit his lip causing him to grunt and involuntarily thrust his hips into her body, his erection sliding over Carol's centre, she squeaked and tugged at his hair.

Daryl's fingers stroked her inner thigh, caressing the smooth skin, he looked up at Carol and locked eyes with her, seeking approval. Carol smiled and nodded and then tilted her head back. Daryl kissed her and then kissed down her body, and spread her legs a little wider with his hands, Carol sucked in a sharp breath, bracing herself for the inevitable. Daryl lowly tortured her by kissing her inner thighs near her warmth, Carol moaned in frustration, she had waited years for this moment and even though she wanted it to last forever, she was ready and he was taking his time and it was causing huge amounts of frustration. She moaned loudly and her hand shot to her mouth to stifle her moans when Daryl's tongue licked her most intimate parts.

Carol squirmed beneath his tongue, she couldn't remember the last time someone had show this much to her, or if anyone had even pleasured her like this before, so careful, so gentle. Daryl was a tentative lover, he was aware of every movement she made, every sound, every time her body responded positively to his actions. Carol felt her blood rush to her head as she started to reach her climax; she moaned loudly when a wave of pleasure hit her and ignited her body on fire. She tugged gently on Daryl's hair when she was too sensitive, he stopped and moved up to kiss her neck. Carol once again took his face in her hands and held him there so she could look at him, he smiled and rested his forehead against hers. They stayed like that for a few minutes, in silence, resting their foreheads together, cherishing the safety and warmth of each other. Carol felt safe beneath him, he was so protective of her all the time but even now, he was still protecting her, keeping her safe.

Carol ran her right hand down his chest and her fingers grazed over his penis, causing him to grunt like a wild an animal and buck his hips forward. She held him in her hand and then began to move her hand up and down his shaft, feeling empowered by the response he was giving her. Daryl kissed her and then held her wrist, asking her to stop. "Sorry," she said, seeking his eyes, "do you want to stop?"

"Hell no, just want this to be 'bout you," he replied shyly, a blush flooding his cheeks.

"But Daryl, it's your turn," she giggled, hugging him close.

"You can pay me back tomorrow."

"Tomorrow?" wiggling her eyebrows at him, "think you're that lucky eh?"

"Shut up," he mumbled kissing her before holding the base of his shaft and guiding it to her entrance. Daryl kissed her softly, not hungrily like he had been previously. Carol gasped as she felt his tip graze her core, she crimped the bed sheets tightly into her fists. "You sure this is want you want?"

"Yes. Just get on with it Daryl!" She was frustrated now, but he loved watching her want him that badly.

"It's been a while Carol, it ain't gonna last long-," he trailed off, being honest with her.

"I don't care," she whispered into his neck. Daryl pushed slowly into her causing her breath to hitch, he stretched her in ways that felt incredible. But he was moving too slow so she thrust her hips upwards, taking in all of him. Daryl grunted and then released a long lingering moan.

"Fuck," were all the words he could muster. He allowed Carol time to adjust, he didn't want to brag but he knew he was larger than average size and he feared he would hurt her. Carol stroked the hair out of his eyes and she kissed him, with that, he started to move, it was slow at first, he move was calculated and executed perfectly. Carol continued to kiss him as he thrust in and out of her, filling her core. He began to move faster and Carol began whimpering with each thrust, a sound that he could listen to forever and ever. Carol hugged him and closed her eyes as he nestled his face into her neck, breathing in her scent and occasionally licking her salty skin. Daryl held on for as long as he could, trying to stretch out the act for as long as he could.

"It's okay Daryl, let go," she sensed his struggle and gripped onto him tighter. Daryl's thrusts became more erratic, he was determined now, Carol's vision went blurry and her body shook. She cried out his name as she peaked and her body trembled. Daryl followed after only a few thrusts. The pair lay still, panting heavily, Daryl's body limp on top of Carol, he pulled out of her gently and rolled off her brushing his sweaty hair off his forehead with his forearm. Carol rolled onto her side and spooned up against Daryl's side and he wrapped his arm around her. The humidity was unbearable and they were both drenched in sweat from the heat and from their act but she didn't care, she wanted to be near him, to touch him. "I love you," she said, pressing a kiss to his shoulder. He smiled down at her and gently stroked her cheek and pulled her closer into his side.

"Love you too."

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TA DAH! I hope you liked it, I was happier with this as I wrote them more in character but let me know what you thought. I don't know if I will continue it but we will see!

Caryl on xxx