Friends making me feel guilty....?

... I have theese to friends named cheyenne and laci. and i have another one named briana. I really wanna be brianas friend but cheyenne and laci are telling me shes using me. and after she gets wit the popular crowed shes going to never talk 2 me again. cheyenne and laci are telling me this because im friends with the popular people. But i dont think this is true. But Cheyenne and laci think that since she came out of nowere wanting to be my friend then that means brianas using me. I dont think this is true, but they keep telling me that there not going to be around me as much as they would if i wasnt friends with briana. Cheyenne and Laci tell me there not going to choose my friends but yet they keep telling me not to be her friend. I can tell they dont like it but i want to be brianas friend what should i do???? THANK YOU!!!