A/N – This story is inspired by a quote Norman made on an episode of the Talking Dead after E3S16. Chris Hardwick comments that it's pretty badass of Rick, Daryl and Michonne to go to Woodbury on their own to take on the Governor. Norman comments, "That's a Good Threesome Right there" Then he realizes what he has said and blushes and tries to dig himself out of a hole. I had laughed hysterically when it happened, then tucked it away till Halohunter89 and EnglishPoet18 resurrected the memory for me.

This is a bit AU, falling in mid S3. And it might be a bit more PWP than I was hoping for, but I'm guessing you don't mind. I don't own any of this, not even Norman's little comment. I am just molding it into something dirty for you.


Rick pushed through the door, an axe in his hands ready to swing but finally after three floors he thought they may have found something clear and useful. Michonne worked past him as Daryl followed behind, his crossbow sweeping the area. It was an odd shaped office building that had been picked over on the lower level but not up here. They had come across just a handful of walkers and dispatched of them quickly. They looked out the main window down to the parking lot, their truck had gotten swarmed by almost a dozen. Rick paced watching the scene below, they weren't going to be around long, he had gotten too good at telling what would keep them lingering and what would move them along. "Let's check this floor out and give those things time to move on."

Daryl and Michonne were already ahead of him. Daryl was knifing his way into desk drawers. He had already scored bottles of aspirin, candy bars, two packs of unopened cigarettes and a dirty book he thought the women would like. Michonne on the other hand had broken into a vending machine and had filled her duffle bag full of snack sized chip, pop tarts and breath mints. They met back in the conference room and dropped their scores on the table. Rick was impressed. "Guess I'd better earn my keep." He realized that they had been working while he had been watching out the window. He grabbed his back pack and started down the hall past the empty vending machine. They had already swept the rooms for walkers so he just started looting in at the first one that was open. Sometimes he was pissed at himself for not thinking to hit more office buildings. People stashed the best stuff in their desks. He found some antacids and someone had actually left a bottle of oxycodone behind. Thank you Jennifer L. Patterson-Hargreaves.

It read "CEO" on the next door and Rick strolled in. He stopped and looked down to the parking lot again, still eight walkers. He fished through the desk which was a waste but the side cupboard was worth it. Two bottles of vodka, lemon lime soda, whiskey and three cans of cola. He bagged it up and headed down the hall only turning back to the board room when he heard Daryl yelling.

"Woman, if you don't give it over…" His tone was lethal and Rick wasn't sure what he was about to walk into.

Daryl was stretched across the conference table and had Michonne by the upper arm with one hand and was fighting her for a bag of Ruffles. He leaned on the door fram as Michonne just pushed away from him in a rolling chair and grabbed another mouthful of chips. "Officer Rick, can you please handcuff him away from my stash."

Rick laughed as Daryl got back off the table and grabbed a snack sized Cheetos from her duffle. "You'd like that wouldn't you?" Rick had always thought Michonne had a soft spot for the redneck.

Daryl looked over his shoulder with glare to the smart ass then smiled when Rick held up a bottle of Whiskey. "Looks like you hit the mother lode. Crack that bitch open." Daryl sat hard in a rolling chair and turned one for Rick to sit. He pulled the liquor and soda from his bag and set them on the table.

Michonne looked out the window one more time, "Might as well, ain't goin' nowhere tonight?" The sun was getting low and the walkers were still hanging around the truck. They could have fought their way out, but this was pretty safe for the night. She crossed the room to the credenza and grabbed a few of the paper coffee cups, keeping one for herself she tossed the rest to the guys. "Vodka. 7." She placed her order with the 'bartender' and Rick slid the bottles to her. She mixed herself a cocktail and leaned back in the comfy chair.

They ate more chips than they should have while the cracked jokes and poured drinks. Daryl was slow on the pouring for himself, but he made sure Rick and Michonne always had a full one. He was a crappy drunk, plus he figured one of them should be sober if things weren't as secure as they thought they were. Michonne took off her leather vest leaving her in a very revealing purple tank top as she put her boots up on the table and closed her eyes with a drink in her hand.

Daryl and Rick both stopped chatting and just stared. It wasn't often she was without her vest and her body looked spectacular in that tank top particularly without a bra, her breast spilling to the side. The purple popped against her dark skin and Rick gulped at the view of side-boob. When the silence had gotten too long she opened her eyes. "What?"

Rick cleared his throat. "Nothing." He looked at Daryl. "Nothin' right?"

"Yeah," Daryl looked back down to his coffee cup half full of straight whiskey.

Michonne threw an empty bag toward them. "Shit. You'd think you two were the ones missin' out on sex by bein' out tonight."

They both laughed for a bit then stopped. Rick vocalized the thought first. "Who are you nailing?" He didn't know she was involved with anyone.

Michonne closed her eyes again, "Not tellin' if you don't know." She was smug. Rick loved that about her. Daryl hated it.

They guys went back to talking about nothing in particular while she sat and listened to them ramble. She could never decide which of them was sexier. She loved the way Rick command a room and could make a decision, even if it was a shitty one. And nothing got her more hot and bothered than Daryl on a rant. Him pissed off made her wet. She listened, sinking into the sound of their voices. Both so sexy in their own way. There had been times in the prison when she would listen to them talk late into the night just because she got off on their voices. Daryl's drawl and colorful vernacular mixed in with Rick's southern cadence and the way he punctuated his thoughts. Damn they could turn her on. She opened her eyes again when they got quiet. It was never good when they got quiet.

They were staring again, at her breasts. She realized that her nipples were hard, poking through her tank top. "Screw ya both." It was their fault she was hard, their voices did it to her every time.

Sober Daryl apologized, Rick on the other hand let the booze do the talking. "Ya gotta nice rack. Can't blame me for lookin'." He had never made a pass at her. He was on the verge of slurring his words. "Real nice." He said it under his breath.

"Not like you've ever seen them." She took another sip off her cocktail.

Daryl's mind flashed back to that day by the creek when she had stripped down and washed, he had stumbled on her when he was checking snares. "I 'ave." He smirked her way then looked at Rick, "They are spectacular." He had a grin like a fourteen year old boy.

"Bullshit." She pulled her feet off the table and sat facing them both. She got annoyed as he just nodded his head. He wasn't going to tell her when he had seen them, keep her guessing.

Rick slammed back his whiskey and coke then leaned into toward the table. "So if he gets to see them, do I?" There was that fucking drawl again, not completely southern but like nothing else she could pinpoint either.

Michonne was turned on, Jesus she was hot for them. For both of them. "If I'm gonna take my tank off I get to see you both. She had seen Rick without a shirt a few times know, she loved his broad chest and the hair that covered it. She had never seen Daryl without a shirt. Open once in the front but never off. Rick started at his buttons without hesitation.

Michonne's eyes shifted to Daryl, challenging him to undress. He shook hishead, "Ya'll play ya little strip game, 'm stayin' outta it." Daryl may have wanted to see her magnificent breasts again but he wasn't baring his scars to do it. Rick had slid his shirt off and waited on Michonne.

"Both or nothin'." She could wait all night. They both looked at Daryl.

Rick knocked back his whiskey that he had been nursing. "Daryl, take your fucking shirt off." His tone was commanding. As if it would work. And they all laughed.

Daryl knew the alcohol was taking over for them. "You both git it outta ya system." He started to push back from the table eyeing some junk food he was going to take with him. Those two had been hot for each other for months now. "be down the hall."

He started to reach for the chips when Michonne grabbed his wrist. She had stood up faster than he realized and she was leaning into to him, her cleavage on full display for his eyes to feast on, and they did. "Stay." She had never been one to use alcohol as an excuse, but if that's what she needed to hook these two then she would. "Come on Redneck. You can leave your shirt on, I'll show you my tits." She knew he was hiding something, she didn't care.

Daryl started to stammer out something with the word fuck in it. Rick stood next to him shirtless. His pants sitting low in his hips. Michonne appreciated the view. She was guessing the end of the world had helped define his body, he didn't' have a six pack, but he had a good line at his hips that she had always admired. Michonne let go of Daryl and stepped to the end of the table and leaned against the credenza. She peeled out of her tank top and dropped it on the table in front of her. She stood there topless, her breasts on display, dark and rich with erect nipples. She rested her hands behind herself pushing her chest out just a bit. Normally she wasn't so bold. Normally she wouldn't put herself on display this way. But she had let the booze consume her, she was safe with these two. And the fact that it was these two had sent her mind spinning. If it had just been Rick OR Daryl, she knew she never would have done this, but the both of them. She couldn't resist.

"Now get over her so I don't have to play with them myself." She rocked her shoulders just enough to make her breasts jiggle and Rick stepped toward her. He had wanted her from early on. Once he had gotten his head straight again, he had enjoyed her around the prison. She was beautiful and just the distraction he needed. Rick wasn't sure if Daryl would get involved, but honestly he didn't care. With his cock hard he took a few steps and stood in front of the beauty and waited for her. "What are you waiting on Sherriff?" Damn he was sexy.

Rick leaned in and kissed her. Full on the lips. One hand on her arm the other at the base of her neck. This may not have been what she was expecting but Rick was a gentleman. He would kiss a woman before he started to play with her tits. They kissed feverishly. His mouth consuming hers as she brought her arms around him. She loved the feel of his beard on her skin and though she hadn't expected it, this kiss was exactly what she needed. They stood there topless, chest to chest as they made out. Daryl just leaned on the table and watched. He thought he should leave but she insisted he stay. Her dark hands smoothed over long back muscles. They were still kissing when he reached up and took hold of her breasts. She moaned into his mouth and it made Daryl's dick stir in his pants.

Daryl just watched as they started to fool around. Rick licked down her skin to her breasts and started to suck on them. She played in his hair but she never stopped looking at Daryl. It was all weird. He had been in the room a few times when Merle was going at with some chick, but he had never watched, always rolled away and put his head under a pillow. This time he couldn't tare is eyes away from it all. They locked eyes while she enjoyed the mouth on her nipple. It made her moan and that made Daryl smirk.

"Get over here." She said it quietly but demanding. Daryl just shook his head. He was fine right where he was. "Redneck." He didn't know where he would fit into what was going on. Rick switched to her right breast and held her left to him as offering. Daryl hesitated and she spoke through gritted teeth. "It's not a request." She was almost scary and he found that sexy. He pushed off the table and walked to her. Rick was out of the way and they stood eye to eye. Michonne grabbed him by the front of his shirt and pulled him in. Mouth to mouth they kissed. She was in heaven, one on her breast, one kissing her. Both so sexy and feral. When they got screwed into staying the night she never thought things would get this good. Thank god for alcohol.

Daryl and Michonne kissed for a while. She was the first black person he had ever kissed and he wasn't sure if that contributed to the sexiness of the whole thing. Finally she was tired of it, she pulled him off her by his hair and directed his mouth down to her breast. She leaned back as they both suckled at her flesh. Daryl didn't care that her breast was covered in Rick's spit he just wanted to feast at her. She leaned back propping herself up as they both made her body tingle.

She felt Rick at her belt buckle and she just nodded, not that he was looking for her permission. Daryl moved so that his friend could work open her belt and her pants. When he heard the zipper come down they both started at her hip and peeled them down her legs, they were tight which they had always appreciated and now it was sexy. Daryl caught wind of her first, her musky female scent that made everything animal in him lust for her. He slid his hand up the back of her thigh and he cupped her ass. He couldn't blame any of this on the booze, he wasn't even close to drunk. Rick leaned back his head spinning a little but Daryl continued on. There was no doubt that he had always wanted a piece of this woman, she had a body he wanted to worship and an attitude that would force him to do so. It wasn't his thing normally but hell, nothing was normal any more. How far was she going to let all this go? Daryl couldn't resist, he brought his face to the V in her panties and he took a deep breath melting into her scent.

He would only ask permission once, he looked up her body, over her tight stomach up to her breasts and on to her face that was looking down at her. "Want you." He hadn't wanted to be with a woman this much since the turn. He hadn't gotten laid in a very long time but this one right here made him crave sex in a way he had almost forgotten.

"Yeah." Michonne wanted him too. Hell she wanted them both but she'd take whatever she could get. Her skin was on fire, her panties were soaked and she had two of the sexiest men on their knees in front of her. If she died after this encounter she would die elated. Rick was holding her ass partly to keep himself from falling over. He was the drunk one out of the three of them and she laughed at the dopey look on his face.

Daryl slid two fingers into the edge of her grey panties, his face only inches away. She had given him permission and he wasn't going to pass that up. He pulled the material aside and smiled at the trimmed bush he saw. He wasn't a fan of a shaved woman, which was too much like a child. He liked a woman that had curves, pubic hair and wasn't ashamed of the fact that she smelled like a wanton women. Michonne had all of that in spades. His free hand traced along her skin, wet with desire. He found her clit hidden from view and he rubbed his thumb over it. The truth was, he knew exactly what he liked, but he wasn't really good at sex. He hadn't had a lot of it over the years. She groaned out an approval and he continued on. He pushed a finger inside of her and felt her hand grab into his hair. This is how it always was, he would try something and wait for a positive reaction. If he didn't get it he'd abandon the attempt and find something else. He felt like had abandoned more often than he pressed on. He felt Rick closer now, he was peeling her underwear down. She hadn't let go of Daryl's hair so he continued fingering her trying to ignore the bulging in his pants. The gray material now bunched on top of her jeans he worked two fingers inside of her.

"Both…" Her breath was ragged. "Both of ya." She gripped at Rick's hair and he slid his hand up her thigh meeting Daryl's hand. He slid two fingers inside her now sharing space with his friend. They instantly found a rhythm together and fucked into her, it wasn't going to take long for her legs to give out. She released their hair and gripped onto their shoulders. They fingered her together and Daryl played at her clit while Rick licked at it on occasion. Her orgasm was building and Rick wanted to see her fly apart. He wrapped his free arm around her thighs and held her in place. Daryl had focus, making sure he was doing it right while Rick was more playful grabbing at her ass and biting her hip. She loved the contrast between the two. Michonne felt it erupting, she had been known to ejaculate on occasion, if the intensity was there she could do it. She thought it might happen this time and she wondered if she should warn them. It all happened so fast, biting and sucking, fingers pushing deep, so many varied fingers. Her orgasm ripped through her and her muscles tightened.

She couldn't say that she squirted so much as she leaked cum from her body. Lots of it. Rick had never seen a woman do this before, not in real life anyways. He kept fingering her watching the wet run down her leg. Daryl couldn't watch though, knowing he had made her cum with such force and intensity flipped an animal switch in his mind. Practically pushing Rick out of the way he licked at the drip down her leg, sucking her clean till he was back to her pussy then licking her spotless there as well. Daryl licked the cum off the back of Ricks hand and as Rick pulled out of Michonne's body he forced his fingers into Daryl's mouth. Michonne missed it as Daryl sucked him clean. She was lost in the feelings that were racing through her body.

Her legs began to tremble and Rick grabbed her tight. "I got ya." Daryl slid his fingers out of her as Rick started to lift her up. "Take ya to the table?" She nodded as she watched the redneck licked his finger. Rick helped her to the edge of the table and sat her on it. They kissed, she loved his beard, couldn't get enough of kissing him. Daryl sat on the floor with his back against the credenza and watched them go at it. He was still thinking of her cumming all over him, no woman had ever done that with him. He rubbed his dick through his pants. He was going to loose it right there if he wasn't careful.

Rick kissed her down onto the table, laying her back as he started at his belt. He wanted to be inside her and he didn't think she'd object. She watched as he worked off his boot, not caring that Daryl was there watching as well. He took down his pants and he stood there commando. He did have an amazing body. She had hoped for it and was glad she was right. He pulled her to the edge of the table, she was at a good height for fucking. Michonne sat up and braced herself as Rick rubbed the tip of his cock against her opening. He teased her and himself for a while. Sliding up and down, pushing the tip in and drawing it out before he grazed her clit, and slid some more.

"Would ya fuck her already." Daryl was rubbing himself. He didn't have the best view of the action but he could see the tormented look on Michonne's face. Rick looked back to his friend and smirked.

He teased inside again then quipped, "When I'm ready."

Michonne interjected, "You're ready now, or I get that one to do me." She looked Rick straight in the face and he nodded. He was not going to risk getting bumped. He pushed into her, deep till he was fully buried in her. Her legs instinctively wrapped around him and pulled him tight. Daryl loved the view of her long legs wrapped tight around his friend. They were sexy together. She opened her eyes and looked at Daryl. "Either pull it out so I can see you stroke it or get over her and let me do it." She had always wanted to see his dick. She had this fantasy that he was unusually long and wide. Too much for her to take in any position but from behind.

Shy Daryl was long gone. He had lost that when she had cum on him with such force. He wanted to see her hand around him. He stood up, and worked off his boots and pants. He stood there half undressed his cock hard and dripping. He was glad he hadn't cum in his pants. Daryl stood next to her and waited on her to make the next move. She was lost in the fucking she was getting but when Daryl leaned in and kissed her cheek she turned to him. She had ever been with two men before, oh she had thought about it plenty and had come close once, but it never happened. She turned and kissed him as Rick slowly worked in and out of her. His pace was devilishly torturous. But she had just cum, she wasn't in a rush. Daryl's kiss was so different from Rick's, his body was feral but his kiss was sweet. Soft lips on hers as he worked his tongue into her mouth. He gripped at her breast and stroked himself a bit.

Michonne finally looked down at his cock, and though it was not the monstrosity she had fantasized about it was impressive. Wide, her hand would never fully wrap around it. It was a cock to be proud of and she had seen a few in her time. She wasn't going to lie, there was a difference between a white man's penis and a black mans. But neither of these men were a disappointment to her. She reached down and wrapped her fingers around his shaft and started to stroke as they kissed. She could kiss Daryl forever she thought. Something about his restrained passion was exciting.

Rick should have cared that she was distracted by his best friend, but he didn't. It was hot to see them kissing. He watched her as she stroked his cock, he mostly let her do it but sometimes he fucked into her hand. Rick wasn't sure if Daryl would hold out or not. The more they kissed the more it turned Rick on. He had never had a threesome before, none of them had. He watched as Michonne sucked at Daryl's neck. His eyes closed as she licked at him. Made Rick fuck harder and she just stayed wrapped tight around him. The sweat dripping and all the grunting was hot but she wanted something else for a few minutes.

She put her hand to Rick's chest and he looked up at her. "Stop for a minute." He did, he wasn't sure why but he did. She pushed him back and he begrudgingly pulled out of her. She slipped down to her knees and looked up at Daryl. She had to suck him, her mouth ached to be filled with him. She smiled and he cracked a boyish grin.

"Ya want this." With and over handed stroked he offered his dick to her. She nodded. "More than him?" Daryl had been shocked that she had pushed Rick off of her.

She knelt down on all fours and looked up, "'m greedy. I want ya both." She wiggled her ass to Rick who breathed a sigh of relief. Daryl knelt in front of her till his dick lined up with her mouth. She let Rick worry about getting back inside of her. He settled behind her and smacked her ass once before reaching under and fingering her sloppy pussy. She had moved in mouth first, engulfing Daryl's cock till it hit the back of her throat. He groaned up and gripped the table. It had been much too long since he had felt a mouth on him. He wasn't going to last long. She sucked like a pro and when Rick pushed his cock back into her she was in heaven. Filled at both ends she loved it. Rick had shadowed over her body, his chest on her back as he watched Michonne suck his friend.

Daryl and Rick exchanged a look that she didn't see, she hadn't realized something was going on till Rick stilled inside of her and Daryl pulled out of her mouth. She froze as Rick reached his body forward, pushing deeper into her and he grabbed hold of Daryl's cock drawing his friend closer to him. Michonne watched with wide eyes as Rick opened his mouth and Daryl pushed into it. He groaned a different sound then when he did it for Michonne.

"The fuck?" She was in shock but she wasn't appalled. Rick could tell as her pussy tightened like a vice around his shaft and Daryl knew by the way her face lit up.

"Sshh." Daryl shushed her as he fucked into Rick's mouth. He closed his eyes and suddenly he was back in the generator room at the prison that rainy day. Rick pissed off, Daryl anxious to get out after three days of non-stop rain. It had all happened fast. They had gone down to look for tools and brushed past each other. Daryl brushing a hand against Rick's cock by mistake. Then there was pushing and groping, kissing and stripping as without a word they ravaged each other. Sucking cocks and Daryl getting fucked in the ass as Rick bit into his shoulder. It hadn't lasted long and had only happened that once. But it always hung in the air between them now. Sometimes ashamed, more often as a heaviness of desire. That had been months ago and Daryl pushed deep into Rick's mouth enjoying the feeling he had almost forgotten.

Michonne just smiled. When she had been sitting in that conference room chair with her eyes closed wishing beyond hope that she would be able to get with at least one of them, she never thought her day would end like this. Watching two of the sexiest men screw around while one was buried inside of her. Daryl wrapped a hand into Rick's hair fucking his face, then pulling out and going back to Michonne. She welcomed him. He continued this pattern a few times till he was ready to explode.

Daryl nodded to his friend who moved the dread locks off Michonne's shoulders and back, he had been eyeing that target for a while now. Daryl pulled out of her mouth and stroked himself till he came. He groaned out as he erupted all over her skin, Rick pounding deeper at the site and Michonne busting through her own orgasm. She twisted tight around him and she came holding on to the redneck for her life. Rick hardly slowed as she panted but did when he finally leaned down and started to lick Daryl's cum off of her skin. The thought of it made Michonne mew in ecstasy. She expected these two would be hot, she never expected them to be kinky together.

Daryl was sitting on the floor in front of her as Rick pounded, he was amazed his friend was still going. When Rick had done him in the dirty generator room, he had blown pretty quickly. He watched her face, she was tired of being fucked, he could tell. "Why don't ya suck him off?" He said it to Michonne having a feeling the Rick wouldn't really care how he got off. She nodded. Daryl stopped Rick with a look and she de-impaled herself from him. She sat in Daryl's open arms, turning to face Rick. He stroked till she was comfortable, Daryl kissing her clean shoulder.

Rick knelt in front of her holding the table next to them as he let her suck him deep. Her mouth was magical, she had no gag reflex to speak of, but when he pushed too deep her eyes would water. She only pulled off when the lack of oxygen over took her. He never warned her of his orgasm, he simply held her so that he could fill her mouth with his seed. Rick gritted his teeth and forced out a few words. "Don't swallow." She had never known a man who didn't want her to swallow but she obeyed. She held it in her mouth as he finished in her.

Out of breath he panted, "Share." Michonne had no idea that Daryl had only ever sucked one dick before, only swallowed one load before. Only Rick. And he had loved it. He never said anything to Rick at the time, he simply savored the taste before swallowing, the wiped his mouth on his arm in a most satisfying manner.

Michonne turned to Daryl and he waited for her. She straightened up so that her mouth sat slightly higher than his then then she pressed her lips to his. They both opened and gravity did the rest drawing Rick's cum from her mouth to his. He let it flow into him then swallowed it down. She licked at the bit that had missed his mouth and she enjoyed the little reward she had left for her effort. They all relaxed. It felt like they had all been overdue for this orgasm as well as this encounter.

Rick had fallen asleep first, pants and boots on in case they needed to leave fast. Daryl and Michonne stayed awake finishing off what was left of the vodka, talking but not really talking about anything. She had cleaned up a bit and was dressed again when she sat on the floor next to him and leaned against his body. It was as close to cuddling as she would ever get.

"So you and him, first time?" She looked over to sleeping Rick as she asked the question.

He would answer after she did, "Who you doing back at camp?" He wasn't sure if he was ready to tell her about Rick.

She paused, "None of your business."

He countered, "Yours neither."

She had to know more about these two. That was too hot. But she knew her answer to his question would not thrill him. "Your brother." She winced when she said it.

If she had been a guy Daryl would have hit her. "Fuck, Merle? Really? What the fuck?" He hated getting Merle's left overs. "Fuck." He kissed at her shoulder letting her knew he wasn't pissed about it. Hell he didn't know how Merle kept it quiet, or how the two mortal enemies ended up together. He didn't want to know.

She couldn't resist, "So you two?"

Daryl shook his head keeping up his side of the bargain. "Once, a while ago. 'n this." That was all the detail he spilled, and yes, Rick was a good as he remember and he wondered if they could work out some blow job arrangement. His brain was back to his brother though, "Really? Merle?"

She laughed, "Shi', if I had known that you two were an option…."

Daryl pulled her close and adjusted his coat over them both, "Let's get some sleep." She kissed his forearm which was near her mouth and she cozied in close to him for the night.