Disclaimer: I don't own "The Walking Dead" or any of its characters, wishful thinking aside.

Authors Note #1: youwereneveraslicebitch wanted caryl ass eating, and I ended up writing this.

Warnings: this is porn- okay?, explicit sexual content, anal fingering, feltching, masturbation, vaginal fingering.

Kalon

The drop to his knees was heady - a broken sacrament - when she parted her legs with a satisfied exhale. Inviting him to look as his eyes followed lean, time-loved skin all the way to her center.

"Just look," she told him firmly. Like he'd move without her permission. He doubted his feet would so much as tense even if he tried. And yet- there was a muscle in his cheek that was twitchin'. Lips, teeth and tongue nervous, over eager, hungry. So, yeah, maybe she was right to warn him off.

Hell, she was always right.

She'd been right about him.

Right about what he needed.

Right about all of it.

She was kind of incredible that way.

"Wait," she hummed. Reminding him as the bed dipped. Finding peace in that small act of violence as worn coil-springs screamed underneath them.

She traced the seam of her lower lips, playing teasingly. Not for him, but for herself. He knew enough by now to tell the difference. She liked an audience just as much as he liked to be part of it.

She didn't ask him to flip the script often. Just enough to give him a taste for it. Hungry in a way in that kept him up at night sometimes. Never failing to get painfully hard when he remembered the first time and the way he'd come right then and there like a good damned dog. Draped across that ugly red leather chair. Spread open and vulnerable as a rash of summer-sweat dribbled down his back. Sticking him to the flaking leather as he groaned and managed to dribble another pathetic pulse of cum down the seat. Too far gone not to when she exhaled against his hole and called him beautiful.

Course, it hadn't stopped there.

Not by a long shot.

He wavered in place as she petted herself. Watching him watch her through pleasure heavy lids. Remembering. Realizing he was going to be in it for the long haul this time as she circled her nub with slow, steady strokes.

When he came, maybe hours later and untouched as she murmured encouragement through her own orgasm. He couldn't help but burn with guilt imagining that moment going just a little bit differently.

"Did you wash?" she asked gently, the next time they were able to get away on their own. Setting her book down on the bedside table as he shuffled out of the bathroom. Flicking off the light with an audible sound as the soft glow of the candle on the dresser highlighted the black t-shirt and worn pair of boxers he still threw on every night before they went to bed.

"You don't have to," he muttered, pausing to thumb the lock on the door as he went. Toes curling into the carpet threads but not pausing. Too anxious for this part to be over so he could practice giving in. Giving it all up and over to her as she narrowed his world down to simple things. Like the difference between want and need and the way his insides always remembered the teasing curl of her fingers.

"I want to," she replied simply. Patient like they didn't have this same conversation every damn time.

"Why?"

He thought about the first time and how they'd only really gotten that far because she'd been talking to him the whole time. Overloading circuits that had no business being so sensitive or feeling so damn good. Apparently not above using the fact that he'd follow her pretty much anywhere to her advantage as one thing led to another, then-

"Because you like it."

He chewed on the jagged end of his nail.

"We stop the moment you say," she reminded. Eyes back lit by something else now as she eased up on her elbows and reached for him.

"Yeah, I know," he replied, mouth dry. Heart pounding in his chest as he let her. Hissing as the head of his cock slapped against his belly - misting the ridge of one of his oldest scars with a blurt of pre-cum - when she pulled at the elastic of his boxers. Smiling down at him through the dark as his prick throbbed. Already so damn hard he could have fucking cried.

The thing was, it'd always been like this.

Edgy.

Desperate.

Honest.

It always felt like someone had gone and stuck a fever in him when he wasn't looking. Stringing him out and pulling him back together better than any drug - any high that wasn't natural. And he hoped to god that never changed.

He made a small, choked-off sound into the pillow at the first finger. Taking it easy, but for some reason feeling it more than he ever had when she crooked it. Finding that one spot faster than usual. The place that made him want to shoot all the way to the moon and just collapse into a messy pile when it was over.

He cried out. Embarrassingly loud. Hoarse and writhing back against her as she pressed a self-satisfied kiss onto his cheek. Dragging her teeth for good measure. Feeling like a whipcord as his body shook. Cock caught between his belly and the mattress as he humped into the sheets without even thinking. Desperate for more.

Carol shifted behind him. Saying something almost too quiet to hear as she hummed. Pleased and smiling into the soft crease of him when he shifted, pushing back onto her tongue.

Fuck.

Yes.

"Please," he rasped. More a growl this time than anything as she dragged her tongue down his hole. Lapping there like- like- "Carol! Christ!"

But she wasn't listening. Just like him she was in too deep. Getting that way she did sometimes when she had him spread open and all to herself. Curling her tongue inside as his hips tried to fish-tail.

"Oh fuck-"

It came out like a hiccup.

Like he was fucking dying.

He clenched his fists into the sheets as his cock leaked pre-cum fucking everywhere Slicking the glide as he jerked himself against the mattress with awkward jabs. Unwilling to pull away from her mouth to get him there faster.

Wanting everything.

Her fingers.

Her tongue.

Her-

Her.

He came with her name on his lips.

And come whatever, that was all he'd ever need.

A/N: This story is now complete. Thank you for reading, please let me know what you think.

Reference:

* kalon: beauty that is more than skin-deep.