#plentyxd

"Hello everybody, my name is 3fs and welcome to escape the backrooms." You started off, staring at the camera with a mischievous grin.

"You probably notice something different, hm.. I wonder what it is.." You say and tap your chin, pretending to think. "It's April fools and i'm officially taking over Max's channel because obviously i'm better than him." You shrug with a smile. "And yes, i'm recording this in his office. No, he does not know i'm recording. Okay, let's go!"

The raw file was two hours of backrooms footage, but you cut it down to about an hour. Most of it was just you running around in the liminal space and trying to figure out where to go.

"THERES SOMETHING BEHIND ME! Wait it's a chair– ooh, and almond water!"

"Max, if you're watching this, i'm so sorry i'm actually ass." You blurt out and then cover your mouth, "Oh gosh, I forgot he doesn't cuss. BRO IM SORRY–"

Then came the hard part. You kept dying to the entity for at least 15 minutes and couldn't get past this part.

"Max!" You yell for him and hide the recording app. "He's gonna help and not even know i'm recording," You turn back to the camera with a grin.

You place the headphones around your neck as the floorboards creek, him opening the door.

"Hm?" He hums as he takes in the sight of you playing on his computer. "Wh- what are you even doing in here, bro," He asks with a laugh.

"Trying to play the backrooms. I was bored and i've been wanting to play this for a while anyways." You explain and turn around in the chair to look at him. "Can you help?"

"That depends. What part?" He steps closer and places a hand on the back of the gaming chair while leaning over. He had no clue you were even recording.

"I've been stuck here for like– twenty minutes or something, and it just keeps killing me and I can't find an exit." You explain and try to do it again, this time with him watching.

"No, no, no, you gotta find a ladder."

"Well, how do I do that genius?"

He rolls his eyes with a smile and places his hand over yours on the mouse. Blush creeps up on your cheeks as you let him guide you.

"You gotta follow the flickering lights," He explains and places his other hand on the keyboard. After a bit of walking, and avoiding the entity, you reach a hole in the wall and a ladder.

"Bingo." The warmth of his hand leaves yours and you look up at him.

"Okay, Leon Kennedy, thanks." You tease and laugh as the game loads to the next stage.

"That was a compliment!" He says as he leaves the room with a smile.

"No it wasn't!" You yell back at him and turn towards the camera, "Bro was clueless that I was recording. Okay, what the heck is this next place?" You chuckle and continue in the game.

The video was a hit. It got thousands of views and did just as good as Max's normal videos. The comments were filled with praise from viewers and they even asked for more of you!

You hear a knock on your door about two hours after you posted the video and open it to Max.

"You actually did it." He says, crossing his arms. You've talked about posting on his channel without him knowing before, but have never actually done it.

"I literally have your password." You respond with a laugh and let him inside your apartment. You both lived near each other and have been friends for a while, so it wasn't out of the ordinary for him to show up unannounced.

"How did you even– when did you even record this?" He thinks as he sits on your couch. "Oh my gosh, was it that day–"

"Yup." You nod and head to the kitchen to grab a snack and some waters, "I was recording that whole time and you were clueless," You explain and sit down next to him as you hand him a granola bar.

He thanks you as he shakes his head, "I'm a frickin' idiot."

"Common knowledge."

"Hey," He bumps your shoulder with a small laugh. "The comments loved you too. I'm starting to think they like you better than me."

"Sorry to break it to you, but they totally do."

As you're both eating your snacks and talking, it goes quiet for a bit longer than usual, and that's how you know he's planning something.

"What are you thinking now?" You question and turn to look at him.

"How'd you even know?"

"You do that thing with your face. Y'know, you like scrunch it up–"

"Okay," He laughs and licks his lips as he gathers his thoughts, "So, what if we switched channels?"

"Hm?"

"You have a youtube, right?" He asks and you nod your head, "Cool, so, we switch channels. I post on yours, you post on mine. Whoever does better within like– let's say three weeks, has to do whatever the other wants."

"Yes. Absolutely yes, that sounds so fun." You immediately agree and think of all the things you can make him do when if you win.

"Okay, hand over the password." He makes a gesture with his hand.

"Oh jeez," You cover your face and start to blush, "You cannot make fun of me. Max, i'm so serious–"

"What! It's just a password,"

"Yeah, a password I made when I was twelve." You explain as Max pulls out his phone to write down your password.

"You haven't changed it once?" He questions and pulls up his notes app.

"No," You shake your head, "Okay, ready? If you laugh i'm deleting your channel."

"Woah! Okay," He chuckles and gets ready to type.

"Spongeman51 with an exclamation mark–" You're cut off with the sound of him laughing hard. He covers his mouth as he quickly writes down your password.

"Your channel is gone by the morning!" You threaten and then stand up to walk away.

"Wait, please bro!" He says between laughs and gets up to follow you.

You both announced that you were switching channels as a challenge to see who can do better over the next three weeks. You two gained a lot of subscribers before even posting the first video, which was great.

The next few weeks you both posted every five to six days, on the same day and at the same time. It was mostly solo videos, but you guys did collab a few times.

You were winning and it was obvious. Your videos on Max's channel was getting more views than usual and more views than Max's videos on your channel.

"Did you see the views I got on the most recent video?" You excitingly exclaim to Max who was on the phone with you.

"Yes.." He sighs, "I'm so gonna lose. You're going to make me go out in public with an embarrassing frickin' costume or something," He shakes his head.

"How do you know that's what i'm going to have you do?" You ask. You had a plan on what you were going to have him do, if and when you won. You didn't know if he would agree, but it would be worth a shot.

The next video you uploaded was a collab, and you were playing Ghost Janitor. Max had just played it with Jacob recently but thought it would be fun if you both gave it a go.

"MAX, MAX, MAX–" You repeatedly scream his name and follow him down the stairs in the game.

"WHAT?"

There was silence for a moment before your character got up real close to him, "Calm as a cucumber." You whisper and then turn around in the game to the ghost launching at you. You scream and jump back in your chair as your headphones fall off your head.

"That took years off my life, oh my gosh," You place a hand over your heart and laugh, mostly because of Max's laugh.

The three weeks were up and you won.

You had a celebration by ordering pizza and eating dessert while watching your favorite movie, cozied up on the couch.

You were thinking about what you wanted Max to do and one thing was on your mind.

Fucking.

Maybe it was just ovulation week, but Max was starting to look really good. You've known him for a while but haven't thought about him this way until recently.

The way his hair rested, the way he was a gentleman, his biceps– especially his biceps.

"Shit, what am I even thinking?" You whisper to yourself and sigh. Maybe this would mess everything up. Or it could make things better.

You hear three knocks on your door before it opens, you seeing Max walk in. Of course he had to walk in at this exact moment.

You gave him a spare key for emergencies, but he doesn't really use it for that. He comes over whenever he wants, to cheer you up, or just hang out with you.

"Wow, look at you. Are you treating yourself for winning and making me look miserable?" He jokes and sits down next to you on the couch.

You cross your legs and look over at him, "You don't look miserable."

"Will I after you tell me what i'm supposed to do?" He questions.

You gulp.

A beat passes and silence falls over the room other than your favorite movie playing in the background at a low volume.

"You okay?" He checks on you and places his arm on the back of the couch.

"Mhm, yeah." You nod your head and sit up. "You have to post an embarrassing story." You make something up on the spot as your cheeks flush red.

"Really? That's it?" He says after a moment. He knows something is wrong, you'd never give him a dare that easy.

"Come on, you can tell me what you actually want me to do. I can take it." He flashes a smile at you. Your breathing picks up as you cross your arms.

You were gonna tell him. You had to.

"I want you to– I want you to fuck me." Your voice is shaky as you blurt it out.

Silence. Absolute silence.

"I– wh– what?" He stutters, completely taken aback by your request. He was expecting, 'Go into a restaurant butt booty naked,' not that.

"I shouldn't have– shit, i'm sorry–" You whisper and make eye contact with him. He was completely red as he still tried to comprehend your words.

"Is that what you want?" He cuts you off. You're silent at this point and raise your eyebrows. "Is it?"

"Yeah," You murmur quietly, nodding your head.

"Then okay." He licks his lips and scoots closer, his cologne infiltrating your senses.

"Max," You say and stop yourself before kissing him, his hand immediately going to your cheek as his thumb rubbed back and forth.

The next few moments were a blur. One moment you were kissing for the first time, the next you were straddling him about to take your shirt off.

You both were breathing heavily as you haven't come back for air in a while, too focused on kissing him.

His hand wanders under your shirt and sits at the top of your waistband. His hands were cold, making you twitch at his touch and also making him smile against your lips.

You pull back with a big breath, a trail of spit connecting you two.

"Your hands are freaking cold," You breathe out and place a hand in his hair.

"It's cause your apartment is sixty five degrees right now." He cheekily smiles and kisses down your jaw to your neck. He was nipping there softly and making small marks as you played with his fluffy hair.

Max looks down for a moment at your pajama pants and pulls away from your neck, his lips swollen.

"Are those my pants I thought I lost?" He laughs and looks at you through his eyelashes.

"I– um, not guilty." You bring him in for another kiss, both smiling into it. You tug on his hair to get a better angle and he whimpers. You can start to feel him get hard under you and you grind your hips slightly, a whimper leaving both of your lips.

"I'm taking those back after this." He says as he pushes your shirt up slightly to place his hands under them.

"No you are not," You respond and he stands up as you yelp. He holds onto you as he takes you both to your room, laying you down on the bed gently.

"Yeah, I am." He gets on top of you, pushing your shirt up even more this time, "Is this okay?" He asks for permission. Even during sex he was the sweetest.

"Yes, Max–" You let out a noise as he places his cold hands under your breasts, just teasing. He had that cocky smirk on his face too.

He pulls your shirt off completely and throws it in a pile on the floor. He takes in the sight of your bare chest and you feel self conscious for a moment.

"You're gorgeous. My pretty girl," He praises and kisses down your chest. You arch your back into his mouth with a heavy breath and place your hand in his hair once again.

"Max," You sigh his name out as he looks up at you while still kissing on your chest.

"Yeah? Just tell me what you want," He whispers and leaves a final kiss at the bottom of your breast before sitting back up.

Your hands wander over his covered chest and look up at him with that look. He almost went insane.

He immediately took his shirt off as it joined the growing pile of clothes on the floor. Your eyes widened as you took in the sight of him. You knew he had a sleeper build, but shit.

"Since when did you get so ripped?" You ask and lick your lips as your hand wanders down and down. He didn't have a huge six pack or anything, but it was still obvious he worked out. Ethan was right that he kind of had the visitor build from No I'm Not a Human.

"I'm not ripped," He blushes with a smile as your hand trails down to his happy trail.

"Still, you look handsome." You compliment and spread your legs a little more to let him in.

He leans down to kiss you with a huge smile on his face, his hands wandering to the waistband of your pants.

"Can I take these off?" He asks between kisses.

"Yeah, of course you can." You maneuver to help him remove his your pajama pants. You were now only in your underwear, them being absolutely soaked.

"Frick," He murmurs, still trying to keep his language PG even though the things he was doing right now were R-rated.

His thumb brushes over your covered heat and you let out a whimper, grasping onto his shoulder.

"You're needy today," He says, smearing your wetness around and just teasing you.

"Max, please just– stop teasing," You let out a heavy sigh as he listens and pulls off your panties.

He begins to lay down, about to eat you out when you stop him, "Max– I love that you immediately went to eat me out, but I need you, like now. Next time you can do it, okay?" You explain and cup his cheek.

He gets back up, "Yeah, of course. Anything you want." He kisses your face a few times before removing his pants and boxers. "There's gonna be a next time?" He teases.

"Shut up," You pull him down for a kiss, it turning sloppy quickly. You pull back and reach to your nightstand, opening the top drawer to grab a condom.

"You dirty dog," He jokes, and gasps as you smack his arm playfully. You hand him the condom as you help him put it on. He wasn't huge but probably around six inches and about a normal thickness. He was whimpering and leaking the whole time while putting it on.

"You ready, gorgeous?" He asks and pushes a strand of hair behind your ear as he examines your face.

You nod your head as his hands move to your knees, spreading you wide for him. He pushes in slowly, going at a slow pace before bottoming out with a loud groan.

"Shit," You curse and adjust to his size, holding onto his biceps as your nails dig into him. You wanted to leave marks. You were assuming he wanted too as well as your neck and chest were covered in them.

He started to move once you said you were ready, one hand moving from your knee to your hip with a steady grip.

"Gosh, feel– so good," His mouth drops open for a moment before biting his lip with a groan.

He starts to move faster with a steady pace, making sure you were okay. You moan as your back arches from the pleasure, Max's hand pushing your hips back down.

"You tryin' to run from me?" He cockily states and rubs his thumb back and forth on your knee.

You hum and shake your head as he speeds up and your arms wrap around his neck, pulling him into you deeper. You both let out a synced moan, staring at each other before kissing sloppily.

Your hand caresses his cheek and you pull back with a moan, your thumb tracing his eyebags and then going to his lips.

Everything stops as he hits that spongey spot inside of you. You let out a loud groan, throwing your head back as your back arches and you clench, hard.

"Jeez," His eyes dart around, not knowing what part of you to look at. "Is that the spot? That feels good?"

"Yes! Fuck–"

"Language, baby," He says, trying out something new as he stares into your watery eyes, speeding up and repeatedly hitting your spot.

"M' sorry," You immediately apologize and your arms fall back onto the bed as you clutch the sheets with a string of moans.

"Max, I'm gonna cum. Please– please let me," You beg with a heavy breath, staring up at him through your eyelashes.

"Yeah, i'm right there with you," He groans as he places kisses on your jaw, going up to your lips. "Go ahead, let go for me, yeah?"

As soon as he said those words, you were gone.

Everything clenched as you let out a loud moan, tugging on his hair as your back arched. Your head threw back onto the soft pillows as you clench around him.

"Shoot, I can't–" He whimpers, letting go as you spasming around him made him completely let go. He spilled into the condom and stayed there inside you for a moment, you two breathing heavily, just skin on skin.

He pulls out of you as you both moan from the loss of warmth, sitting up and disposing of the condom. He kisses you all around your face as you laugh, your voice hoarse from all the moaning.

"Gonna grab you a towel and some water. I'll be right back. Just say there and look pretty for me," He says and gets up from the bed with a smile and disappears into your bathroom.

You can't believe you just had sex with Max, a guy who doesn't even cuss. You can't believe he actually agreed to your dare from winning the challenge.

He comes back into the room with a damp wash cloth and some water in your favorite cup. He kisses your forehead and spreads your legs, cleaning up the mess you both made. You were sensitive, letting out small noises as he cleaned you up.

He picks up the cup of water and takes a sip before handing it to you. You gulp down almost the whole thing before he stops you.

"Hey! Leave some for Mr. Max over here," He takes the cup from your hand and drinks the rest, sitting the empty cup on your nightstand and laying beside you.

"Mr. Max?" You say with a laugh and turn to face him on your side. "Also.. what are we gonna tell the fans I made you do?"

"Frick."

And theres so many valid reasons for why too. Theres that "if they dont reciprocate, your former friendship and dynamic is thrown out the window" or the "it could get messy, complicated and or difficult."

Yet somehow, in some stupid way, you managed to fall for Max! Much to your brain trying to talk some sense into you and trying to talk you out of it — your heart just couldnt help but beat a little faster whenever he was around a mile radius, or even just mentioned in the slightest by your friends.

So? The next best thing you could do? Just act like that little crush didnt exist.

So when Max invited you over for a sleepover, you agreed... as any good friend would. Trying to ignore how your heartbeat kicked up a notch just at the sight of his message or the idea of him specifically reaching out to you.

... you agreed like he would drop you if you were even a millisecond late in your reply...

Maxwell | today 19:08

゛Yo, do you wanna have a sleepover with me and the gang? ゛You dont have to bring your sleeping bag, i think ive got a few spare mattresses

How exactly do you reply though?

゛Yh ill be over. Or sumn..

... no... too nonchalant. You wouldnt want to give off the impression that you dont want to spend valuable time with your cherished friends.

゛Yes!!!!! Ill be driving there in a few!!!!

... too eager.

You kept deleting and retyping your message, before finally. FINALLY managing to find a neutral response.

Just the right words that didnt make you seem too needy, nor distant.

You | today 19:17

゛Sure! Ill be over at 8.

Perfect.

-

What scared the shit out of you though, was the fact that no one else was at Maxs house. No Ethan, Eddie or even Jacob...

No, just you and Max. Alone. In his house.

".. wheres everyone else?" You asked cautiously, almost like you werent exactly sure if you really wanted to hear the answer.

"What do you mean?" Max questioned without much thought, pausing in his movements as he tilted his head towards you curiously.

You blinked. How awkward were you going to be with a close best friend? "Well... yknow like... usually when we have a sleepover, Jacob, Eddie and Ethan are here too..." damn this crush thing.

He just hummed like he remembered something, continuing on setting up the bed for the night. "Theyll be coming tomorrow. You are just invited early cause you live the closest to me. Thats all."

"Okay." You just replied, watching him set up his bed with your own sleeping bag still in your hand. When he was done he turned towards you, but just glanced at your sleeping bag skeptically.

"You didnt have to bring a sleeping bag."

"No i know, i just.... just in case yknow."

"The floors are pretty rough, i suggest you sleep in my bed."

"... where would you sleep then?"

"On the couch?"

"Right, of course..."

You stood still a couple of seconds, before speaking up again. You just didnt have the heart to let the owner of the place sleep on the couch.

"... we can.. share the bed." You offered gently, making Max straighten up a bit as he tilted his head further.

"Are you sure?"

You just nodded, ensuring both yourself and the guy standing between the bed and you. The very same bed you two would be sleeping in tonight. His very own personal bed...

Holy shit.

“Alright… just tell me when somethings wrong or you change your mind, okay?” Max still gave you a simple free way out, which you couldnt help but be grateful for.

He was always so considerate.

“Ill go brush my teeth then.” Max took a few steps back and nodded towards the bathroom, leaving you alone in his bedroom to get ready for bed. You already brushed your teeth when he was setting up his bed, so you were practically good to go.

You settled into the bed, raising and slipping under the covers, although rather clumsily. You just couldnt believe you would be sleeping on the same mattress as Max. Youre surprised he hasnt told you off yet, nor kicked you out of his house…

It fortunately didnt take long until Max reappeared, settling in for the night. Just into the bed. Right next to you.

It took you a couple of long and thoughtful minutes to catch even a wink of sleep… your mind was just constantly rushing and your heart was beating out of your ribcage being this close to Max. You were practically pressed up against him.

You did, eventually, fall asleep. He was long asleep before you though.

-

So… apparently sleeping next to your crush instantly makes you have wet dreams.

You dont even really remember how or what it started off with, but all your sleep-addled brain can comprehend is the fact youre squished between two Maxs. Yeah, one wasnt enough, you had to make up two in your head.

Honestly, you were too needy and horny to care about that right now. The handsome man in front of you cupped your jaw, his confident stature and alluring look left you feeling incredibly turned on. He somewhat reminded you of a frat boy.

“Look at you, so cute.” Max pointed out with a handsome grin, making the other Max behind you grasp at your hips a little tighter and sigh out blissfully. Who in turn reminded you of a nerdy guy.

Its like you have the best of both worlds right now.

“Frick… please baby..” a voice groaned out pathetically from behind you, following a slight roll from his hips into your back which you definitely felt right away. Especially considering the rock hard cock. “Wanna show you just how much i need you…” he whispered next to the shell of your ear, hands still glued to your hips.

The cocky Max kneeling in front of you just chuckled and leaned in to capture your lips in a heated kiss, his own hand coming down to rest on your hip. Shamelessly grinding his own aching hard-on against you.

…

Only thats when you woke up with a cold sweat.

You quickly flinched up and turned towards the real life Max next to you, still sound asleep, hopefully unaware of the filthy dream you just had of him.

Shifting in your bed, you tried to ease the ache between your legs. Crossing your legs, bending them towards your chest, spreading them apart — nothing worked. You were just left feeling even more aroused.

Your constant writhing in the bed at some point woke up Max, making him turn around to face you in the dark. “You okay?” He called out. Making you freeze up and stop breathing.

“Y-yeah… just…” just really turned on by a wet dream and i cant get it out of my head now.

… no you cant possibly say that.

“I cant really sleep.” You opted to leave the rest unsaid.

“I can still sleep on the couch if youd like–”

“No! No, its not about you… dont go.” You interjected him, tilting your head towards him on the bed. Hand reaching out to grab his wrist to stop him.

Max was already looking at you, trying to figure you out. “Then whats wrong..?” The guy asked softly, slightly inching closer towards you and grabbing your hand back. “You know you can tell me anything, right?”

Oh god, were you really considering the idea of telling him what you just saw?

“Well…”

Oh no.

Before you could stop yourself and clasp a palm over your mouth, you folded under zero pressure and told him. Rather meekly as well so he could definitely tell you were serious.

“I just had… a wet dream about you. Thats all.”

But Max just smirked. He didnt seem to be too distraught by the idea. No, he just teased you.

“Yeah? How good was i?”

“Actually there were two of you…”

“Even better.”

You felt your face heat up. You cant believe youre genuinely telling him this.

What really stunned you though, was the fact Max slipped even closer towards you in the bed. A lot more boldly too now that he knew you were just as attracted to him as he was to you.

“... honestly, the dream ended before i could feel how good you were…” you added with a nervous laugh, but the man next to you just sat up straighter in bed. His voice dropping an octave

“Yeah? .. do you wanna know how good i am then?”

If you didnt know any better, youd think he was just teasing you.

… but i mean… he was offering, right?

-

“Frick- youre taking me so well.” He egged you on further, his fingers tightening around your two wrists like handcuffs whilst he kept rutting into you. Max just chuckled. “Such a pretty girl..” head held high as he watched your body jerk with each thrust from him.

You just whined further, shifting your head to peek over your shoulder. But the sight of him grinning wolfishly and driving into you had you choke out another moan, you just felt more turned on than anything.

“Yeah? You gonna cum for me?” You didnt trust your words right now, so you just nodded, jaw slack with each little breathy sound pouring out from you without much fight. Max was persuasive enough to not have you worry about disturbing anyone. You two could be as loud as you wanted.

Max groaned and had his breath hitch deliciously with each flutter from your cunt.

He swore he could just cum on the spot right now.

But your bestfriend — actually you arent even sure what to title him anymore, especially after the fact hes fucking your brains out right now — decided to try and hold it back a bit. He prioritized your own pleasure over his.

Hed rather you cum and leave him unfinished, than for him to pull out before you could even get going. He never liked the idea of leaving you unsatisfied.

Speaking of cumming, he could definitely feel you get wetter and tighter by the minute.

“Cmon… good girls cum, right?” He tried egging you on “i know how much you want it…” he whispered into your ear, just shy on the shell of your ear and you swore you could feel the tight knot in your stomach snap. Just like that.

Just from his suave words, iron hot closeness and soft kisses you felt yourself reach your climax. Making you throw your head back and grab onto his bicep to anchor yourself.

… the sight of you like this had him turned on more than anything.

“Yeah, just like that.” He mused with a toothy grin, tilting downwards to press soothing kisses onto your shoulder and the crook of your neck.

“... hey so what are we gonna tell the others when they see youve got a stain on your bed sheets…?”

He paused at your words, eyebrows pinched as he peeked down to see both of your mixed arousal.

Kinda hot though, he cant lie.

…

“Ill just tell them i accidentally wet the bed.”

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