A.N.- KidxMakaxSoul Normally I'm not a big fan of these, but then again, some people are, so here you go.

Rating: T

Maka tried. She tried really hard to figure out just how she got into this situation and how she was going to get out of it…that is, if she wanted to get out of it…

*****Earlier that evening************

"How are we going to do this?" Maka wondered out loud. The whole team had ended up sharing one huge hotel room due to the lack of funds and space in the hotel. Walking inside, the room looked almost exactly like an apartment, save for everything was in one room. The bed was huge, taking up almost one quarter of the room. The group of teens sighed as they began winding down from the mission.

"YAHOO! SOUL! Soul come take a look at this! They have a game console in here attached to the TV in here!" Black*Star yelled as he and Soul dropped their things at the door and took off toward the game.

"Those two…" Tsubaki smiled gently as she gathered her and her partner's bags and organized them to one side of the room.

The Thompson sisters already had some of their things cluttering the table. Liz was already working on damage control for the chips in her nail polish while Patti was coloring in her sketchbook.

"Uh..ok…." Maka looked up at Kid and her cheeks flushed. "Kid?" She whispered.

"Yes Maka?" He whispered back.

"How are we going to sleep?"

His golden eyes went wide as he looked around the room in panic. Glancing at the bed, then to the people around the room, then back to the bed, then he went back to looking at Maka. "I…don't know. It seems big enough for us all, but…"

"It's just going to be a little awkward."

About an hour later found the team relaxed and laying in the large bed together. Liz and Patti were snuggling together on the right side of the bed. Kid laid next to them who, in turn, was next to Maka. Since Black*Star and Soul refused to sleep next to each other, that put Tsubaki in the middle of those two. After whispered goodnights, the team soon fell asleep.

*******Present**********

And that brought Maka where she was now. Soul had his arms wrapped around her front, just right under her breasts, while his other arm had turned into her pillow. Kid was wrapped around her waist, his head buried against her stomach. Maka felt suddenly really warm when Kid started to nuzzle her stomach, realizing that in her sleep her shirt has ridden up so he was against her bare skin. Soul stirred and clutched her tighter, burying his nose against her neck. His hand moved up and gently cupped her chest. Maka squirmed; her face flushed and heart beating a mile a minute. As one, both the boys began rubbing their lips against her skin. Mind going blank, Maka wasn't sure if they were asleep or not, but she was really uncomfortable. Since she was facing toward Kid, Maka moved her arm and tapped him on the shoulder to wake him up. Slowly, Kid raised his head to her, golden eyes staring lazily back at her while a smirk graced his lips. Still looking at her shocked face, he leaned down and kissed her stomach again.

"Ki-kid?"

Giving her another smirk, Kid put a finger to his lips, giving her the "Quiet" sign. Maka's eyes went wide as Kid went back to nipping and kissing her skin. She heard Soul chuckle softly in her ear as he began to nibble the side of her neck. He began massaging her breast, slipping his hand underneath her shirt. Kid, not to be outdone, ran his hand lightly up her leg before moving it to wrap around his waist. His hand continued lightly up the back of her thigh, under her skirt, to gently play with the waistband of her underwear. Soul began biting at her neck, moving up to nip at her earlobe. Maka gasped and whimpered, not really sure what was going on.

"Shh…. You don't want to wake the others up, do you Maka?" Soul breathed in her ear.

"Soul….what are you doing?"

"Shh….just enjoy this, Maka…."

Looking back at Kid, desperately trying to figure out what the hell was going on, Maka's eyes went wide as Kid's finger slid down her hip and in between her legs. A quick gasp was all she had before he started to gently stroke her. His golden eyes seemed to glow in the dark with a smoldering expression as he watched her face flush. Maka let out a small moan.

"You're going to wake the others, Maka…. Do try and be a little quieter…." Soul whispered. He slipped his arm under her shirt and began to massage her breasts, twirling his finger around her nipple.

Maka began to squirm as the boys assaulted her body. The feelings were so new that she didn't know what to do. It felt really, really good. Her heart was beating rapidly, breathe coming out in short pants, her mind was starting to grow fuzzy. She was so conflicted. On one hand, the boy she was crushing on was doing unspeakable things to her lower half while her partner was fondling places that he made fun of all the time. Not only that, but they seemed to hate each other, yet with what they were doing to her Maka wasn't so sure… She closed her eyes and tried to concentrate on being quiet because she did not want to deal with the consequences of the others finding her in this position. Maka almost yelped when she felt something enter her body and her eyes snapped open and looked down. Kid's smirk greeted her shocked face. Maka couldn't believe it but by death it felt good. He started to move inside her, using his thumb to rub something that made her body rage with some unknown desire. Maka didn't know that something so invasive would feel so wonderful.

"Hmm..like that Maka?" Soul licked up her ear, barely nibbling on the tip. "Does that feel good?"

Soul continued to whisper dirty things into her ear, which made this whole thing so much more naughty. Kid added another finger inside her and began to move just a little faster. Maka was panting now as something started to build inside her. Her lower half began to prepare her for something, but Maka didn't know what. It coiled and tightened to the point that she thought she was going to break. One hand was buried in Kid's hair now, almost clawing at him, while the other was clutching Soul's hip.

"You're such a good girl Maka, been so quiet. Do you like this? Gotta give me an answer…."

Maka gasped and then barely breathed out, "Yes…"

"Good girl… You're all tense…. You're gonna come for us Maka. You're gonna be a good girl and come, but only when I tell you too, alright?" Maka nodded again. "Now, look at Kid."

Barely moving her head, Maka looked down at Kid, who was starting at her. He licked a long, hot streak up her stomach and Maka shuttered. He added a third finger and curled them inside her, the air felt like it was kicked out of her lungs at the new sensation. She could feel Soul smirk on her neck. All of a sudden, Kid curled his fingers and used his thumb on that delicious spot all at once and Maka thought she was going to die.

"Alright, good girl… come for us…"

And Maka did. Her whole body tightened and then released. Her body gripped Kid's fingers tightly to where she could feel each and every one of them. A few minutes of bliss and Maka finally came down off of her high. Kid finally pulled his fingers from her body and Maka blushed as she watched him stick them is his mouth. His eyes fluttered and he groaned, like he had just tasted ambrosia. The two boys fixed her clothing, Kid giving her stomach a kiss before lowering her shirt. Soul left a kiss at the base of her neck and they both whispered good night.

Morning came around and everyone was working the kinks out of their necks and backs. Last night's endeavors left Maka skittish. She kept looking around expecting someone to mention something about what happened. Tsubaki was the first to notice.

"Maka," she asked, "are you alright? Did you have a rough night?"

Maka's eyes went wide. "Wh..what do you mean?"

"You look like you didn't sleep very well."

"You could say that… I'm sorry if I'm not all with it…"

"Oh, you're fine. Maybe next time we'll get two rooms."

"Yeah, but how would we split up?"

"Well Tsubaki and I will room together of course!" Black*Star yelled as he jumped on the bed.

"Patti and I can room with them, if that would make you feel better. I know that Patti snores, it sometimes bothers people," Liz cut in.

"You sure you don't want to room with your meister?" Maka stuttered.

Liz snorted. "Naw, it's nice to get away from him every once in a while. Tsubaki and I can have some big girl time while Patti and Black*Star duke it out over who's better at Ultimate Wrestlers 5."

"So next time it will be Tsubaki, Black*Star, Liz and Patti in one room, and Maka, Soul, and I in the other. Is everyone in agreement?" Kid asked everyone.

Everyone nodded. For some reason Maka hoped that their next mission would take a while….