A/N: Okay this is a AU version of the scene in the Bath Gift Hypothesis in Penny's apartment.

Leonard stormed his way into Penny's apartment without knocking

"Okay , I have just one question for you. While I am perfectly happy with the way things are...you said that you didn't want to go out with me because I was too smart for you. Well, news flash , lady: David Underhill is 10 times smarter than me. You'd have to drive a railroad spike into his brain for me to beat him at checkers. Next to him, I'm one of those sign-language gorillas who knows how to ask for grapes. So my question is" pausing for moment " what's up with that?".

Penny was stunned by how annoyed Leonard was and it was making her upset " Why are you yelling at me?". tears came to her eyes .

Leonard was equally stunned at what he said had made Penny cry " Sorry. I'm so sorry, Never mind, we're cool". trying to wave off what he'd just said ad coming over to sit next to her.

Penny was still upset though "Dave is not smarter than you, He's an idiot" getting and going over to the kitchen . Leonard was surprised by what she said and couldn't help but smile . " Really? Why would you say that?".

Penny turned to look at Leonard " Because a smart guy takes the nude photos of his wife off his cell phone before he tries to take nude photos of his girlfriend". Penny said slightly annoyed.

Leonard was confused as to why Penny would allow him to do that " He tried to take nude photos of you?".

Penny turned to Leonard she couldn't believe that's what he was asking " That's what you took from that?!, Leonard looked uncomfortable , Penny tilted her head "The guy is married!".

Leonard realised his mistake " Oh, yeah, I'm sor..Oh, that's terrible". trying his best to look sympathetic.

Penny also realised something making her way over to Leonard "And you. If you're so okay with the way things are between us, why are you jealous?" looking down at Leonard waiting for a answer.

Leonard was caught off guard by her question " I'm not jealous".

Penny just scoffed " Sure you aren't , why come here yelling at me if you weren't?" siting back down next to Leonard waiting for his answer, Leonard let out a sigh " Fine I was jealous".

"So why pretend you weren't, and why are you jealous if you are okay with the way things are between us?".

"Because Penny like I said you wouldn't go out with me because I was too smart for you, yet you jumped at the chance with Dave even after finding out he was a physicist".

"What's that supposed mean?".

"Well when he told you he was a physicist you just laughed and didn't believe him claiming that physicist don't look like he does".

Penny was getting annoyed" Are saying i'm shallow?".

"I'm actually trying not too but look at the evidence , you go on a date with me, after which you are reluctant to go on another, I then find out from Sheldon that you think i'm too smart for us to be dating. Now I know I made a mistake when I offered you to go to college so you wouldn't feel that i'm too smart for you, and that ended our relationship before it began. However after only knowing Dave a few minutes in which time you found out he was a physicist, even going as far as to lie to him about being so into science. Then the moment he asks you out you jump at the chance and the next time I see you your at the universaty after he had shown you around telling me the place was amazing. When I reminded you that I had offered to show you around and you always said you had yoga, you lied saying that you never said that. But worse for me was listening to your conversation which clearly implied that you got drunk and had slept with him the same night you met him. Then when I came in just now you told he was your boyfriend you'd only known him a couple of days and you where already calling him your boyfriend. Also you where going to let him take nude photos of you, so i'm left to wonder why things where so easy for you with him. However when it came to me they weren't, the only difference between us is that he looked like the kind of guys you normally date and was confident, and i'm neither of those things.

Penny was both shocked and hurt that Leonard would think that was why the relationship had died after one date , whilst she had been intimidated by his intelligence that wasn't the reason she ended it. Leonard did have a point from what he saw she met and then jumped into bed with a guy she barely knew just because he was tall and handsome and confident. But none of them where the reason she didn't want to continue dating Leonard after there first date, she was going to have to tell him the real reason because it was nothing to do with him being nothing like the guys she normally dated.

Letting out a sigh " Leonard that's not true".

"Really Penny,? what else could it be ".

Penny decided to be honest "I was scared okay".

Leonard looked at Penny confused " Scared of what?"

"Of losing you as a friend".

Looking at her confused" Why would you lose me as friend?".

"Because Leonard, why would you want to be friends with me if we dated then after a while broke up".

Leonard sighed "How do you know we would of broken up?".

"Because as much as you like me and I like you, we have very little in common and after our first date i realised that i'm just not smart enough for you".

"Penny, why you think that, you're smart Penny".

Now Penny looked at Leonard "Really then what was with that college brochure you tried to give me?".

"Yes i admit that was not my best idea, but like i said i didn't mean it the way it came out , when i found out from Sheldon that you thought i was too smart for you, i thought that you going to college would make you feel that you where smart enough for me" seeing the look on her face " I don't mean it that way, you are smart in your own right, but you seemed to think due how well educated i am i would get bored of you or something".

"Wouldn't you though? I mean we don't have anything in common".

"No I wouldn't Penny, having things in common shouldn't determine if we would work or not, sure it would help but I can honestly say that me getting bored of you would never happen. I think you getting bored of me is more likely as I know you like to go out to clubs and you like to watch sports two things I don't do i'm sure compared to all the guys you've dated i'm not very interesting ".

"Leonard don't ever say that , I have always found you interesting in fact you where the reason I've kept going over to your apartment I do like you a lot and I just wish this wasn't so hard".

" 'It didn't have to be , we could of dated and seen where it went , instead of it ending after our first date because of your belief that I would get bored of you. I know i'm not like any other guy you dated but you shouldn't judge a book by it's cover . Sure it's the cover that will ultimately catch your attention first but when you open the book that's when you discover if you like it or not. In some cases the contents might be nowhere near as appealing as the cover was. Then you might come across a book that while cover doesn't have the same a appeal as your normal books and it looks like something you might not read. If you open the book you might find you like the contents even though the cover wasn't what you usually look at".

Penny understood what Leonard was getting at the problem with his analogy was is that she did find him attractive and if she was honest with herself she had since she first met him. She did want to date him and find out if they could really work as a couple, but the fear that if it didn't work and losing Leonard as a friend was still there. Even though he had just told her that wouldn't of happened, she was still confused as to what to do .

Leonard had been watching Penny she had been silent for a few minutes, guessing she probably distracted by something he decided it was time to leave" Penny".

Penny was brought out of her thoughts by Leonard saying her name , looking at him "What?".

"I'm going to back to my apartment now".

"Oh okay, Merry Christmas". leaning over she put her arm around his shoulder and kissed him on the cheek then resting her head on his shoulder, she didn't want him to leave but she he anreed to.

"By the way, my leg is killing me thanks for asking" suddenly came from Leonard making Penny smile for the first time that day, Leonard enjoyed the feeling of having Penny resting her head on his shoulder with her arm around him. After a few minutes Leonard decided as much as he was enjoying it he did need to go " Penny, I better get going ".

Penny nodded her head then reluctantly moved away from Leonard , she just like him she had actually being enjoying being that close to him " Okay i'll see you tomorrow when I bring over you and Sheldon's presents".

Leonard nodded and got up making his way to the door, Penny watched him leaving she was still thinking about what he'd said and about her worry , but she decided to take a risk" Leonard".

Leonard stopped and turned to her "Yah"

"Are you doing anything this Saturday?"

Leonard just looked at her curiously" Besides paint ball in the morning not much why?".

Penny got up and started walking towards him "Well I was wondering if you'd like to maybe go out for dinner and a movie with me?".

Leonard just stood there for a moment not sure if he was understanding correctly decided best just to ask " You mean like a date?".

Penny smiled and nodded "Yes like a date".

Leonard couldn't believe it Penny was asking him out on a date , a smile crept on to his face "Sure ".

Smiling back at him " Cool, we can decide the time when I see you tomorrow ".

Leonard smiled didn't leave his face "Okay i'll see you tomorrow". turning to leave he was stopped by Penny's hand on his shoulder, stopping to look at her " Leonard promise me that if this doesn't work out we'll still be friends".

"Penny I promise that I will always be your friend even if things don't work out with us dating".

"Thank you" leaning in kissing on the cheek " I will see you tomorrow , bye Leonard".

"Bye Penny with that he left , Penny shut the door behind him her smile grew , she had another date with Leonard and this time she wasn't going to let her fear of not being smart enough for him or him getting bored get in the way. She definitely wasn't going to allow her fear of losing Leonard as a friend to get stop her trying to date him , and Leonard promising he would stay her friend not matter what helped.

Leonard, stood outside Penny's door a huge smile on his face he had another date another chance with Penny, this time he hoped it would work and Penny wouldn't allow her fear of what could happen ruin it. He had to admit though that he was worried just like she was that she would get bored of him and break it off but he was telling her the truth that he will always be her friend. Shaking his head trying to get rid of his negative thoughts , trying to focus on the positive instead, on Saturday he was going on another date with Penny, and hopefully it will be the first of many. With that last thought he made his way back to his apartment , once again thinking daydreaming about what it will be like on his date with Penny.

THE END.

A/N: Thank you for taking the time to read this alternate version of the scene in The Bath Gift Hypothesis , I know by the end it wasn't that great and i'm sorry for that. Any way please review let me know what you think good or bad.