A/N My first fic. Been rolling around in my head this week, thought some of you might enjoy it too. I used some scenes from this season and from previews. Had to get this up before Sunday and the new episode because I have a really terrible feeling that they're about to kill Carol. Really hope I'm wrong. Don't own The Walking Dead or the characters, obviously.

They were relatively safe locked in the prison yard, yet as soon as the firewood was gathered and as soon as dinner was caught and skinned he climbed on top of the overturned bus and stayed there. He was always on guard, always watching, taking complete notice of their surroundings.

He noticed her prepare the rabbit meat. He noticed her cooking it over the fire while everyone else kept comfortable in their pairs. He noticed her dish up the meal in careful portions. He noticed her eat her share. He noticed her pick up the extra dish and make her way towards his perch.

When she slid the dish onto the bus and then made to climb up and join him he found himself glad for the company.

Over the months since they'd left their interaction had become less tenuous. He didn't feel the need to bark at her every time she approached him, every time she tried to do something for him. They'd developed a short hand and an exchange of humor that would have been out of place 4 months earlier. He no longer felt uncomfortable that he had friends, no, a family.

She suspected that he was a bit uncomfortable rubbing her shoulder and defused the situation easily with a joke of a proposition. This was not unusual for the sense of humor that had developed. There was no misunderstanding and he guffawed at her comment.

"Stop," his voice not as firm as he'd hoped silencing her teasing.

Once his feet were on the ground he turned and helped her climb down off the bus. He reached up and grabbed the plate, handing it to her before turning toward the fire.

"What if it weren't a joke?" Her voice stopped him. There was no mock to her tone.

He paused for a moment before turning to face her. He knew her well enough now to know that she wouldn't let him ignore her or the question.

"I mean we've literally kept each other warm all winter," she continued, "What's the.."

"Because," he cut her short, "Because feelings are a distraction. There's no room for feelings in this world anymore."

"Who said anything about feelings?" she raised an eyebrow and a playful smirk touched her lips.

"Ain't no difference," he said so softly she almost didn't hear it.

He turned and walked back toward the group leaving her standing in shock. She finally started after him as she heard Beth's voice drift over the yard.

They reached the circle around the fire as Beth and Maggie started in on the second verse. He felt her glance at him, but he commanded his gaze to stay on the fire.

She wasn't wrong, they had kept each other warm all winter. It was necessity he'd told himself the night he threw his blankets over her as she curled up next to the fire to sleep. Without a word he'd slid in next to her, his chest at her back. She stiffened as he threw his arm loosely over her.

"It's just gonna keep getting colder, we gotta share the heat so we don't freeze," he said in a tone that didn't invite comment or discussion. She didn't say a word, just relaxed into him.

From then on each night they combined blankets and body heat. When he was on watch or woke early to hunt he always tucked the blankets in around her so she would stay as warm as possible. When he returned he always laid down next to her so slow and quiet to avoid waking her, his arm always finding its way lightly over her middle.

It wasn't unusual for her to wake in the night and feel his face pressed to her neck and his arm tightened around her. She relished those moments and drifted off again smiling as she listened to his dreaming murmuring in her ear.

She'd known for a long time that she cared for him. She didn't deny that she watched him as he rode his motorcyle beside the caravan of cars or when he was pacing at the camp's edge always on alert. She never tried to push away the flop in her stomach when he touched her or smiled at her.

She'd tried once to take things a bit further. That night he'd had first watch. He'd tucked in beside her some time in the night and when he draped his arm around her she carefully brought her hand up to entwine her fingers with his. He didn't pull away and she felt his thumbnail slowly trace along her hand. She took this as a good sign and turned her body to face him. She put her hands on his chest and let her lips touch his. The kiss was soft at first, but soon she felt his hands grip her back and his tongue found its way to hers. She tugged his collar as if he could get any closer to her and let out a low moan. The sound broke the spell and he quickly shoved her back.

"No," he'd hissed as he stood up and disappeared into the trees.

It was shortly after that the jokes and teasing innuendo started as a way to ease the tension and take a step back. Somehow it had worked, and she never tried to push him past keeping warm again. She hadn't been hurt by his actions, just a little disappointed. She sensed he felt something for her but knew that even though they'd formed a friendship, something more was not something he knew how to admit.

Rick commanded them all to sleep, insisting that the best move was to take the prison in the morning.

She wrapped her blankets around her and faced the fire. She was relieve as he added his blankets to hers knowing then he wasn't mad at her for taking a serious tone. But when she felt his back on her spine she knew he was irked. She kicked herself for questioning him earlier. She knew this was the last night she would have the comfort of lying with him. With any luck they'd be in the prison tomorrow. It was bound to be warmer.

He woke with the sunrise. He found that in his sleep he had turned and curled his body around hers.

He remembered that night she'd kissed him, but didn't allow himself to think of it often. He hadn't expected her to take his hand, so he wasn't prepared to pull away. He didn't have time to think before his desire allowed her to turn and kiss him, made him clutch her so close as he enjoyed her lips on his. It was a slip up he wasn't going to let happen again. This sort of distraction would only get them all killed.

He let his nose rest in her hair and he took a breath before shaking himself and standing roughly not caring if he woke her or anyone else.

With the cellblock cleared the group moved in. She saw him drag a mattress out of one of the cells to the landing where he put his gear before following Lori to a cell at the far end of the block.

That night as they ate a very meager meal she noticed that he avoided her eyes and barely managed a grunt in thanks as she handed him a plate. She found it impossible to find a moment to defuse the tension growing between them and so headed off to bed with a knot in her stomach. She climbed onto her bunk, and despite being inside and out of the elements she noticed the lack of his warmth at once.

The next day was hell. Hershel's leg was gone, she barely stopped the bleeding. He was still alive though. And while he was off with T and Rick securing the prisoners they found she convinced Glen to help her find a 'specimen' so she could practice for the C-section she was almost sure Lori would have to have.

He arrived to the news that they'd almost lost Hershel. He watched with relief along with the others as Hershel opened his eyes and grasped Rick's hand.

He glanced around noticing that she hadn't kept vigil with the rest and assumed that she was resting, it must have taken a lot out of her to keep Hershel with them. He felt guilty and wanted to stop the rift between them before it got worse. He climbed the stairs two at a time and knocked on the bars as he rounded the corner into her cell.

"Thought you might like to know that Hershel is awake." As he finished the sentence he saw that the cell was empty. He walked quickly down the block hoping to find her asleep on one of the other bunks. They were all empty. He galloped down the stairs. "Anyone seen Carol?"

With a grave look Glen pulled him aside. The gesture made him tense assuming the worst and he immediately tried to work out how she had gotten into trouble locked in the cell block, trying to figure out who deserved his growing rage. His thoughts were cut short as Glen explained that she was in the yard practicing on cadavers. She had wanted to go alone so as not to upset Lori.

The knife sliced through the skin and sank into the walker's abdomen. Too far. She was scared, if she didn't learn how to do this she would kill her friend. Hot tears fell down her cheeks as she tried to cut through again.

She heard footsteps approach. "Glen, I'm gonna need another one, I didn't do this right."

"What do you think you're doing out here?" His gruff voice surprised her.

She squared her shoulders and stood up to face him. "I need experience, Daryl, this is the only way I'm gonna get it."

"Fine, but you shouldn't be out her alone."

"The yard is secure, I'm alright."

"Woman, anything can happen out here."

She shrugged and looked back at the walker. "I need another one."

"Tomorrow. It's getting late. Better get back" He started to turn.

"There's no time for that. What if tomorrow is too late?" He looked back and she held his glare. "You don't have to stay, but I need another one."

He snorted and took out his knife as he approached the walkers now lining the fence.

"Which one?" he asked.

She pointed and he stabbed it in the eye. She started to lead the other walkers away as he undid the tie on the fence and dragged the body in securing everything behind him.

"Thanks," she said as she jogged back.

"Get on with it," he mumbled and sat down against the inside fence eying the walkers along the outside as they gathered and gnashed their rotting teeth as she worked.

He looked at her bent over the body, her shirt had ridden up revealing a thin patch of skin on her back. His fingers twitched as he wondered how it the soft skin would feel against his calloused fingers, his weathered cheek, his chapped lips. He quickly fought off the though and stood up to pace.

"Alright" he said after a while, "That's enough, gonna be dark soon, let's go."

She shot him an irritated look, but could see the agitation in his face so complied with his request and followed him back to the block.

"Found the locker room," he said coming up behind her as she sat on the steps mending clothing one afternoon.

"Oh yeah?" she said without stopping the needle "Wanna give a girl a sponge bath?"

"Would, but there's only showers, no tub. Guess it's just you and your loofah tonight."

She leaned her head back a bit, "Oh what I wouldn't give for a loofah."

He chuckled and moved off to inform the others. Shortly after their small group was in a tizzy as people vied for the earliest possible showers. It had been quite a while.

He turned and saw she hadn't moved. She was just mending away as if the prospect of clean water, hot or no, didn't faze her in the least. He plopped down next to her. She glanced over for a second, but didn't stop.

"What? You ain't gonna shower?" He asked.

"Are you saying I smell?" She said looking at him with fake offense.

"Damn right I am. You stink, woman." He tried but failed to keep the smile out of his voice.

"Ah, there's nothing wrong with being a little dirty," she said turing back to her work.

"You ain't just a little dirty." he lowered his voice. "You're very dirty."

She bit her bottom lip and he got up and walked up the stairs. What was he thinking? He chided himself for slipping from teasing to suggestive. He retreated to his perch until everyone else has cleaned up and he was free to shower in peace.

"You coming?" He yelled again at the shirtless Glen atop the guardtower. She put her hand over her mouth to stifle a giggle. "We could use some help."

He laughed with the rest, but an ache filled his chest. Glen and Maggie had found each other and their feelings had only made them stronger, a greater asset to the group even. He wouldn't say it, but he was a bit jealous. He watched her make her way to the nearest body shoulders moving as she chuckled. He followed her and helped her pick up the body before heaving it into the truck.

Still she couldn't control her amusement. Here they were cleaning up rotting corpses and she was in the midst of a giggle fit. He chuckled at the sight. She glanced up at him meeting his eye and they both burst out laughing.

It made her smile wider to hear him laugh so heartily unsure that she'd ever had the pleasure before.

"Good thing there are other guard towers," she teased. She tossed him a smirk and an eyebrow raise before bending to lift the next walker.

"I could use an extra hand on watch tonight," he said looking at her out of the corner of his eye.

"What yours ain't enough?" She laughed at the innuendo he'd left wide open.

"No, it ain't," he spoke the words clearly.

At his tone she set dropped the walker's legs and straightened to look at him. He was looking directly at her and he made no sign of laughing the comment away. A grin spread slowly across her face. She gave a little nod. He smiled back at her before moving to continue with the body cleanup.

He started back to the courtyard with Rick and Glen to start the clean up there while she, Maggie and T loaded up the last body from the yard into the truck.

No sooner had they opened the gate to the courtyard then the external alarms went off.

"What the hell?!" he shouted.

Rick and Glen sprung into action shooting out the speakers, but he knew it had been long enough that they'd have a decent crowd of walkers on their perimeter.

Then he heard it, her bloodcurdling scream from the yard. He swung around and followed her eyes to see that the lower gate had been opened and walkers were starting to filter in. T was only a few feet away and already there were more than the man could handle.

Before he could do anything he saw her hesitate a second before pulling out her only weapon, a small buck knife, and taking off towards T. Stupid woman! His brain shouted as he took off as fast as he could to intercept her.

He caught up her just as she took out two walkers, one right after the other. She hadn't reached T yet, but it was clear that he was lost. The man went down and a handful of walkers were already bent over him. Still she didn't attempt to retreat. He cut his way through the quickly tightening circle and picked her up before turning and making a run for the truck as Maggie drove it towards them.

Full of adrenaline he leapt into the truck bed yelling, "Go! Go! Hurry!"

"Daryl," her voice was the only thing that cut through the blood pounding in his ears.

He glanced down and saw the teeth marks where her left pinky had been ripped from her hand. Bit. He started to panic as Maggie gunned it back to the courtyard where Glen and Rick were waiting to slam the gates closed behind them.

He grabbed her and jumped out of the truck bed yelling, "give me your shirt!"

The others made no movement, confused by his intensity.

He set her down as quickly and carefully as he could on the asphalt. He reached back for the ax. "Your shirt, damnit!"

At the sight of the ax Rick grasped the situation and ripped off his jacket.

He looked down at her and to his horror saw her conscious eyes looking back. He struggled to bite back the panic that engulfed him. "Do it," she pleaded. That was all he needed to be able to finish the job.

It took three swings to cut off her arm. She passed out with the first cut. Each one making a sickening sound that threatened his composure. When he was done Rick wrapped the stump and they carried her back to the cell block.

Beth helped Hershel to her bedside and they went to work.

He backed quickly out of the room as they went to work, not wanting to be in the way, needing a place to be alone and release his fear and rage. He found a supply closet and with a primal scream slammed the door before sliding to the floor.

He was angry at himself. Those feelings he had done so well to ignore came crashing on him full force. Every moment flashed in his mind:

The second she had shoved away from his comfort outside the barn after Sophia he had felt hurt, it was then he knew that there were feelings. And after they buried the girl, he'd known the feelings were a liability.

He saw now that the fervor of his tirade at the outer campsite was really aimed at himself as he violently refused to admit how he cared. When she'd stepped back bracing for his blow he'd been horrified that she thought him capable of causing her intentional pain.

When he'd gone back for her as the barn burned and herd closed in it wasn't just to save anyone, it had been to save himself, because who was he without her believing he could be a better man?

These feelings were the truth Dale had seen in him.

It was necessity that brought him to lay next to her, but not of warmth and survival. It was the necessity to feel her close and know she was safe. It was the only way he was able to rest.

He'd refused to acknowledge his feelings for months, and now it might be too late. He'd wasted so much time and she could be gone any second.

He pounded his fists into the concrete floor and did nothing to wipe away the hot tears. When he finally stopped his face was red and his knuckles were bloody.

He made his way back to the block. The rest of the group was still huddled around the cell hushed. He could see even Glen was crying. He had to know, had they lost more than just T that day?

The pushed slowly through the group to her bedside. Hershel looked up at him and lifted his lips in a smile. "The bleeding has stopped and there's no sign of fever yet."

He didn't move from her side for two days before she finally opened her eyes, still alive.

She tried to sit up but struggled as her loss of blood caused her to fall back light-headed. "Stay put," he commanded.

She shot him a hazy glare. "Water" she croaked reaching with her right arm.

"Here," he said passing the bottle to her, "Need a hand?" He was immediately horrified by his word choice.

He was mortified. He closed his eyes in a grimace unable to look at the disgust that surely filled her face. Then he heard laughter, his eyes opened and watched as she laughed so hard the bunk shook. Unsure of how to react he just watched her trying not to smile himself.

Finally she caught her breath and looked into his face, "Absolutely."

He allowed himself a smirk, then a chuckle as he climbed onto the bunk with her. He ran his thumb down her jaw bone and gently kissed her.

"Nope, ain't no difference at all. And there ain't no room in this world to let it slip by."

A/N the last line is a bit smaltzy, but I couldn't resist. Hope you enjoyed it.