Title: "Just Friends."

Disclaimer: I don't own anything; well, a thirteen-year-old care bear. But as far as this fics goes, all the characters are owned to Fox and Josh (meanies!)

Rating: 18, for you yanks; NC-17.

Pairing: Marissa and Summer.

Summary: Set in the summer between season one and season two, Seth and Ryan are gone, Marissa and Summer are hanging out together as usual. Something a little out of the ordinary happens between the two girls (well they have sex).

Author's Note: Seeing as this is just a one-parter, you wont have to worry about huge gaps between the parts.

This has taken me forever to write, and it's a not my best work, hope it's okay.

"Jeez Coop', hurry up and get your skinny little arse into this bed now!" Summer shouted as she made herself comfortable underneath the covers.

"Coming Sum'." Marissa said padding into Summer's room and closing the door behind her.

"What took you so long?" Summer asked, her eye fixed on the tv screen in front of her, she turned to face her best friend and started to laugh.

"What?" Marissa asked crawling into bed next to her friend.

Summer started to point at Marissa's chest, her laughter stopping, a grin still resting on her face, "Your pajamas. Or should I say your jammy-jams, did your mummy buy them for you?" The shorter girl asked, referring to Marissa's care bear pajamas.

Marissa started to blush, "What, what's wrong with them?"

"I was with you yesterday when you were buying silk negligee's from Victoria's Secret, and now you're wearing care bear pj's."

The taller girl shrugged, "I'm only gona sleep, it's not like I need to be sexy or anything."

"Yeah, 'coz share-bear really isn't enhancing your assets." Summer laughed.

The taller girl gave Summer a playful nudge, "Just shut up and start the movie already."

I can't be bothered to write a scene with dialogue woven around them watching a movie, so I'll skip ahead.

"That movie sucked." Summer mused, turning the television off.

"You only say that because it had a happy ending." Marissa muttered lying back on Summer's bed.

"Like that guy and girl will stay together for long anyway." Summer sighed tossing the remote to the floor, letting her body flop backwards onto her bed.

Marissa turned so she was lying on her side, facing Summer, "Seth's an idiot."

"Seth? What's Cohen gotta do with a sucky movie?"

"Sum'…"

"I've forgotten all about that comic obsessed geek."

"He's an idiot, you know any guy would be lucky to have you." Marissa said sincerely.

"You think so?"

"I know so. Look at you, other than being gorgeous you're great to be around, fun, funny. Sums, you're," Marissa sighed, "you're amazing."

Summer blushed, "Really?"

"Really." The taller girl affirmed rolling her eyes.

"Hmm, I am pretty amazing aren't I?"

Marissa just smiled and rolled back onto her back.

Summer snuggled into the taller girls side, "Ryan is pretty dumb too."

Marissa smiled softly as she turned her head, so her eyes could lock with her friend's. Slowly letting her hand reach out, Marissa gently grazed her fingertips along Summer's cheek, before jerking her hand way, to rest on her stomach, "You, uh, had an eyelash." She said weakly, feeling the need to justify her actions.

Summer fidgeted nervously, opening her mouth to speak, "Coop'."

"Hmm?"

"Have you ever, been attracted, to a, girl?" Summer asked, her voice wavering, her eyes locked with Marissa's.

Marissa thought about what Summer was asking, letting her eyes be coaxed into Summer's deep brown pool like eyes. She let her eyes slip from Summer's, resting her gaze on her best friends soft pink lips.

"I know I don't look at girls like I should, it's never, I don't know, it's not like I'm looking at them with envy, it's like I'm looking at them," she sighed, not sure how to phrase herself, "lustfully."

"Lustfully?" Summer giggled.

"Yes. Now, how 'bout you?" After not receiving a reply Marissa spoke up again, "Sum' you haven't fallen asleep on me have you?" she asked diverting her gaze back to her friend, who was still snuggled into her side. She saw that Summer was still awake, and was intently staring at her. Marissa let a small smile grace her face, "What?"

Summer slowly leant over and let her lips graze her friend's, pressing down gently. Marissa pulled her head back, breaking the chaste kiss.

"Oh shit, I'm sorry, I shouldn't have done that."

"No, no, Sum', I'm just getting comfortable." Marissa reassured, lightly resting her palm on the back of Summer's head, bringing their lips together again. Summer sighed, as she felt Marissa snake her tongue out and start pushing at her parted lips. Letting her own tongue snake over her lips Summer immediately pursued Marissa's tongue, duelling with it. Groaning she let Marissa slide her tongue over her own lips, searching the dark recesses of her mouth.

Pulling back to catch her breath, Marissa looked at her friend, smiling when she saw Summer was as breathless as she was.

"That was, I mean, God, Ryan's dumb."

Letting out a soft laugh Marissa replied, "Well, Seth's a bigger idiot than I thought too."

Summer smiled and started to snuggle back into Marissa's side, "What are you thinking about?"

"Honestly?"

"Honestly."

"Hmm, how good your lips tasted." The lanky girl replied grinning.

"Well, I guess your honestly deserves another kiss."

Summer let her head dip back down, her lips opening on Marissa's their tongue getting lost in each others mouths, lapping at each other.

"Mmm, Marissa." Summer moaned pulling their bodies apart suddenly very aware of Marissa's hand working its way underneath her top and up her torso.

"What, what's wrong?"

"Your hand, it's uh, rather close to, uh." Summer motioned to her chest.

Marissa blushed, "Oh, sorry. I didn't realise, that, uh yeah."

"Your hand is still there, you know."

"Yeah, I kinda like it there. But if you don't want…"

Summer shook her head, "Nah it's ok."

"Ok." The pair started to kiss again, their tongues dancing in the most intimate way, Marissa started to subconsciously move her hand upwards, delicately resting her palm on the round of Summer's left breast, before the shorter girl started to giggle into the kiss.

Marissa pulled away looking at Summer inquisitively, "What?"

"Your hand."

"I though you didn't mind."

"I don't but it's just sorta like, whoa, Coop's touching my boob."

"Summer, if you don't want this, just say…" Summer rested a finger on Marissa's lips, silencing her. Pulling her hand away, she brought both down to the hem of her t-shirt, swiftly lifting the garment over her head, tossing it to the floor grinning at Marissa.

"Well?"

Marissa pushed her lips together, appearing to be deep in thought, "Wow…"

"Coop', stop gawping and kiss me."

Smiling, Marissa leant forward and started to kiss along Summer's neck, her hands curling over the shorter girl's breasts.

The smaller girl moaned when Marissa started to suck on a sensitive spot behind her ear, her head dropping back as the taller girl brought their bodies closer together her hands running over Summer's back as her mouth started to descend, kissing down Summer's neck, letting her tongue run along the nape of her friend's neck.

Groaning Summer grabbed at the back of Marissa's head, crushing their lips together once more. Summer's hands moved down Marissa's back and round to her front, eagerly working on undoing the buttons on her pyjama top. Marissa giggled a little as she broke away from Summer, letting needed air fill her lungs.

"What's so funny?"

Marissa shrugged, "Well, I just, never thought I'd be doing this with you."

"Oh."

"But, I'm glad we are." Marissa smiled, her eyes resting on Summer's hands as they nimbly worked at undoing the last button on her top. "Better?" She asked, shrugging the care bear covered top off.

"Much." The smaller girl grinned, letting Marissa roll them over so she was lying on top of her. Their breasts smacked together as they started to kiss again, their hands fumbled around each other's bodies; pulling at hair, groping at limbs, tugging at pyjamas, teeth nipping at available flesh. Marissa started to trail a path of wet kisses down Summer's chest, stopping a each breast letting her tongue swirl around each nipple before gently suckling the bud into her mouth, her teeth closing around the hardened peek, tugging and pulling at it, causing Summer grate her hips against Marissa.

When the taller girl made a move to continue kissing down Summer's torso, leaving her friend's swollen nipples caked with saliva, she was forced back upwards but Summer's urgent hands, willing her to continue with her ministrations. Letting out a soft laugh at Summer's actions, Marissa went back to sucking, kissing, twisting, and generally playing with her friend's breasts. Her thumb flicked back and forth over the dark brown nipples, pushing the peaks between her fingers and rolling them around. Her mouth working on the adjacent breast, nibbling around the breast, trailing her tongue back up to the centre, flicking the hard bud with her tongue, closing her teeth around it as if she were going to give Summer a hickey. Alternating breasts, making sure each received the same amount of love, whilst the smaller girl lay under her enjoying the sensations.

"Sum', as fantastic as your tits are, there's somewhere else of rather be giving my attention."

Summer smiled, "You think I have fantastic tits?"

"Summer."

"Okay." Summer muttered, her hands tugging at the small pair of shorts she wore, her mind was racing – she knew she should be nervous, scared or whatever, she knew that her and Marissa were pretty much jumping in the deep end, but she trusted Marissa, they'd been friends their whole lives. If there was anyone that she wanted to be with then it was Marissa. She knew that she could trust her completely – looking down she could see her shorts were gone, she lay on the bed naked - bar the small pendant around her neck - with her best friend hovering above her.

Bringing her body back upwards, stopping when the pair where face to face again, Marissa let her hands slide down Summer's tummy, with one hand going out to steady herself on the bed the other resting in between their legs. Gently pushing Summer's legs wider apart, Marissa positioned her body in between, resting inside Summer's parted thighs.

Looking down into Summer's eyes, Marissa searched to any hesitation or uncertainty, sure she would see some nervousness, instead she was, met with eyes full of desire and clarity. Allowing her lips to descend onto Summer's again, the taller girl whispered to her friend, "Just let me know if you want me to stop, okay?"

Summer nodded, capturing Marissa's top lip in her teeth.

Not actually sure what to do – sure Marissa had gotten herself off before, but this was getting Summer off, different angles, different sensitive spots, just different. – Marissa let her forefinger slide into her friend, keeping her left hand out to the side of the bed, as a support. The taller girl let a satisfied smile creep over her face as she felt her wet her best friend was. Keeping her finger as steady as she could, she started to rock her hand back and forth, letting her digit glide in and out of Summer. Eliciting a sigh from her life long friend, Marissa added her index finger to the shaft her digits were creating. Her slender fingers started to pick up some pace as they slid in and out of Summer, the shorter girl letting her lids close as she surrendered her body to Marissa's power.

Pleased at her friends moaning, Marissa let her hand push deeper into Summer, letting her pace pick up a couple of notches. Nervously, allowing a third finger to slide into Summer, Marissa studied her face, her mouth opened into a small "o" shape, her cheeks were flushed and, all Marissa could focus on was how good it felt to be inside of her, having the smaller girl respond to every slight movement she made.

Her eyes shifted back to between their bodies, her fingers started to move quicker with ever passing second, thrusting harder.

Summer's hips rose to meet Marissa's hand, gyrating against the taller girl; urging her to continue with what she was doing. Watching what her actions did to every part of Summer's body, Marissa pounded her fingers into the smaller girl as hard as she could, amazed by how such an action could cause Summer's breasts to jump back and forth with the jerk of their bodies.

Fascinated by how their bodies seemed to move together, Marissa let her fingers pound and push into Summer with as much force as she could, curious to see the affect it had on her friend, more than glad when Summer's whimpers of pleasure got louder. No longer moving her fingers, but her whole body, the lanky girl thrust into Summer, forcing the shorter girl to moan her name.

Dropping her head down to Summer's ear, Marissa began to talk to her friend, "Is this okay Summer? Do you want me to stop?"

"N, n, n, no. Oh, no, please God, I love what you're doing to me Coop'." The smaller girl stuttered, her mind to foggy to respond clearly.

"That's what I wanted to hear." Marissa smiled, letting her tongue slide over her lips, flicking over the lobe of Summer's ear.

Summer wrapped her arms around Marissa's back, helping the taller girl to thrust into her with more vigour. Summer was drawing closer to her orgasm, Marissa could see it in her face, in the way that her head was impatiently rolling from side to side, her smooth gyrations had turned into a clumsy attempt at mirroring Marissa's thrusts. Grinning, Marissa let her whole body become absorbed in getting Summer to reach her climax, driving in and out with all of her strength, riding her friend with all of her haste.

Summer let out a gratified cry as she skyrocketed into her orgasm, the hands that lay on Marissa's back, bawled at the skin, her nails racking over her friend's back, ripping the skin as she dragged them along the soft flesh.

Marissa watched amazed, noting everything; the way Summer's mouth moved, her lips curling into a grin, her eyes that remained slammed shut, the gentle sting on her back where Summer had clawed at her skin.

The hand that sat next to their bodies wrapped itself around Summer's back, bringing their bodies closer together so Marissa could hold onto her friend as the tremors of her climax subsided.

"Oh, shit Coop'," Summer breathed out, "that was," she sighed.

Marissa giggled softly into the nook of Summer's neck, "Have I ever told you how much it turns me on when you call me Coop'?"

Summer let out a few soft giggles, "And F.Y.I, care bear pj's do make you look sexy." The shorter girl said, her hands already working their way into Marissa's pyjama bottoms.

The End.