This is my first terrifying foray into fanfiction. These two make me so nutty in the best possible way.

Disclaimer: Oh, ya got me. I am in fact NOT Chuck Lorre and therefore do not own this show.

*****

"I'm just trying to help."

His nerves were apparent in his face and his entire body twitched slightly to one side. He nodded his head slowly. The fact that he didn't question that statement proved he was too scared to be listening. He looked like someone who was being led to his execution. An involuntary chuckle escaped her lips. His head jerked up as he glared at her with a hurt expression on his face.

"Sorry," she intoned, stepping toward him. "You just look so incredibly miserable."

"I'm not," he said quietly. "I just don't know….how…" He fidgeted and crossed his arms over his chest, rocking back and forth.

Penny carefully lifted one hand to his upper arm and touched him gently. "I don't want to push you to do anything you don't want to do." This was the most surreal moment of her entire life.

"No, I do," he insisted softly. He still wouldn't meet her eyes. "I just don't know…"

Her hand slid up his arm and over his shoulder to his face, where it landed against his cheek. "Hey," she whispered. Tenderly, she rose to her toes and kissed him chastely on the mouth. His eyelids fluttered shut as he kissed her back, tentatively, as if afraid of what would happen.

Penny's tongue slid against his lips and he jerked away and stared at her with a startled expression. "That was your tongue," he stated.

Penny sighed and smiled at him patiently. "Yes, I recognized it." He frowned at her attempt at humor. "I brushed my teeth for ten minutes and then gargled with the most heinous mouthwash I've ever tasted, which means it definitely worked."

"Actually, studies have shown that brushing for any longer than two minutes has a negative effect on your gums-" But he was cut off by her lips brushing against his. After she pulled away, he grinned slightly. "Floss?"

"What, am I new?" He smiled, a sight Penny rarely got to see. His smile was that of a wide-eyed little boy. He bent his head down toward her, gingerly placing his hands on her shoulders. He pursed his lips and closed his eyes tightly. Penny bit her lower lip, trying not to giggle again.

"What now?" He asked, exasperation evident in his voice. He straightened back up again.

"Nothing," she answered, shaking her head.

"Well, what do I do?"

"Okay," she said, placing her palms flat against her chest. His chest felt sturdier than she thought it would. "I just keep forgetting you've really never done this."

"That is true," Sheldon conceded grudgingly, a blush apparent on his cheeks even in the dim light of her bedroom.

Penny smiled to herself. He was so vulnerable she almost didn't recognize him. Here was one of the greatest minds the world had ever seen, maybe would ever seen. And she was about to teach him a whole new experience.

"Okay," she said softly. "First, put your hands on my face." He moved his hands up and covered her face awkwardly. "No, here." Gently, she moved his hands to her cheeks.

"Your skin is very soft," he observed.

"Thank you," she whispered back.

"Do you have a daily moisturizing regime?"

"Sheldon…" she whined.

"Sorry," he answered.

"Now, tilt your head so we don't hit noses," she instructed.

"Ah," he said, following her orders. "I always wondered how that worked."

"Shh," she said softly. "Now, kiss me."

"What?" he asked. "Just like that?"

"Yes," she responded, her patience wearing thin. Penny realized this might be a very long night.

She knew in her heart this was something she wanted. She never would have said a year ago, even a month ago that she would ever be in this position. On paper, it still didn't make sense. He was the most arrogant, irrational, childish-

Her thoughts were cut off by the pressure of his lips against hers. After a moment, his tongue slid against her closed lips and she let out an involuntary moan, opening her mouth to him immediately. He leaned down, exploring her mouth more expertly than she would have guessed. Her arms wound around his narrow waist, meeting behind his back. She realized they were pressed against each other from chest to thigh. She had a sudden and overwhelming need to feel him wanting her. She carefully slid her hands down to the bottom of his t-shirt and made contact with his naked back. He made a sort of strangled noise in the back of his throat, but didn't stop his invasion of her mouth. Penny let her hands wander up the expanse of skin available to her. His skin was soft and warmer than she expected it to be.

When the need for oxygen became too great, she pulled her face away from him. His glassy eyes took only a moment to come back into focus and land on her. He looked slightly self-conscious as he let his hands fall away from her face.

"You're sure you've never done that?" Penny asked, a husky tone to her voice. She pressed her palms against his back, causing him to press closer to her. He let out a nervous giggle and tried to pull back from her, but she held tight to him. His eyes bore into hers for several long beats before she felt all her courage fade away and she released him, awkwardly tucking her hair behind her ears. And still, he watched her. She felt a terrifying fluttering in her stomach. She slowly brought her eyes up to meet his, an apology for taking advantage of his personal space on the tip of her tongue.

"Sheldon," she intoned, her voice still gravelly.

Before she could get it out, his lips were on hers again, this time sure in their exploration. His arms, stronger than they looked wrapped around her waist and tugged her fiercely toward him. She gasped into his mouth before clasping her hands behind his head and pulling him down to her. She deftly took two steps forward, forcing him back blindly. His legs made contact with the bed behind him and he fell backwards, breaking his hold on her. Penny took the moment to look at him all disheveled and awkward as he just sat on the edge of her bed staring at her unsurely. The doubt she saw in his eyes almost broke her heart. She smiled at him as warmly as she knew how before climbing on top of him, straddling his thighs.

Penny had decided some months ago how she felt about this man. The hardest part was actually acknowledging that it existed at all. Once she'd done that, everything seemed pretty easy. Taking the extra time to talk to him every day about his work, making sure she kept the brand of bottled water he liked in her fridge, even cancelling plans on Saturday night to do laundry with him several times.

And that's how it had gone for a while, her simply trying to be more polite to him, testing his physical boundaries every day to see if he was shudder at her touch.

And then, last week on Halo night, after Howard and Raj had left and Leonard had gone to bed, she'd gotten up the courage to ask him what his deal really was.

"Well, I kissed Jessica Klein in the first grade," he'd simply said, shrugging.

"Really," Penny had answered, raising an eyebrow. He nodded, not pausing once in his cleanup of pizza boxes. "And since then?"

"And since then what?" he'd asked, bewildered as to why his first statement hadn't been enough experience to close the subject.

"That's it?" Penny asked. "Sheldon, how do you plan on passing on your genius genes without at least attempting to have some sort of physical contact with a woman?"

"I didn't say I did plan that."

"Sheldon, you're too smart to let all that good brainpower die with you. You have to get married and-"

"Penny," he'd cut in, exasperated. "Men can think with their brains or their penises." Penny couldn't help the giggle that escaped her then. "Yes, ha ha. Men, great men, brilliant men have been brought down by women. It makes my gender lose their head."

"Not all of them," Penny replied. "Ben Franklin got married."

Sheldon stopped and thought. "George Washington Carver never did."

Penny stared at him in disbelief. "I say 'electricity' and you give me 'peanut butter'?"

For the briefest of moments, there was a glint in Sheldon's eye that she had never seen, least of all directed at her. There was heat in his gaze, something that Penny wasn't sure he'd even been capable of. It was then that she had decided to do this.

To Sheldon's credit, he only squawked in that terrified manner of his for a moment before being easily silenced by her mouth once again descending on his. She gently cradled his face in her hands, holding him to her. His hands settled on her lower back, finally coming in contact with the expanse of flesh that was available from her shirt riding up. She gently bit his lower lip, causing his fingers to dig into her back. The action pushed her closer to him and now she felt him against her stomach.

"Oh my God," Penny groaned against his lips before moving to trail kisses down his throat.

"Penny," he whispered in a gravelly tone she'd never heard him use before. "I can't…We have to stop." Penny drew back, surprised at the insistence in his tone.

"What's wrong?" She asked breathlessly, only slightly annoyed at having to stop the awesome make out session they'd been in the middle of.

"I can't do this, Penny." He was looking straight ahead, as if he was looking through her. The emotion she'd seen in his eyes not a minute ago was gone now.

"Actually, you can," she protested, trying to catch his eye. "You were, extremely well. Just because you've been telling people that you can't or won't or don't care doesn't mean that you really have to believe that."

"It's not that," he responded. "Well, it's not just that, although those points are still valid." Before Penny could tackle that line of reasoning, Sheldon went on. "You're Leonard's."

She stopped dead. She was…what?

"Excuse me?" Penny said it as politely as she could, given the circumstances. "You really just said that, didn't you."

"Well, yes." Sheldon, placing his hands back on her waist, tried to lift her off his lap. Penny slid to the side, landing on her bed awkwardly. Sheldon got to his feet and faced her. "It was decided upon seeing you on the day you moved in that he would spend his life either ending happily with you or miserably pining for you."

She glared at him, knowing it wouldn't do anything. He'd always had a glare that could and would rival hers. "And who decided that?"

"Leonard of course." He said it in that Sheldon tone that made her want to give him a Wet Willy.

"I see." She stood and came face to face with him. "And don't you think this decision involving my life should have a little of my input?"

"Well, yes. I suppose." Sheldon thought for a moment "You do of course get a say on how many kids the two of you will have and that sort of thing."

"This is so creepy, Sheldon." She crossed her arms over her chest. "Do you really think he'd care if we slept together?"

It was as if Sheldon had gotten an instant third degree burn, his entire body turned red. "Slept together?" he repeated feebly.

"Sheldon," Penny groaned, irritated.

"Yes," he answered quickly. "He would absolutely care. You know he would."

Sheldon was right. Leonard would care. Too much probably. And that sucked, but really, who did he think he was?

"Sheldon, just because Leonard decided I was pretty on the day I moved into this building doesn't change anything-"

"Well, technically it changes everything Penny," Sheldon countered. "If Leonard hadn't been so insistent on meeting you, we wouldn't have. Lord knows I would never have approached you. Therefore, we'd now only be awkward neighbors who would nod at each other. It was similar to the relationship I had with the gentlewoman who lived here previously."

Penny felt like jumping out her window just to avoid this conversation. Sometimes Sheldon was just too blunt, too honest for anyone's good.

"This isn't about Leonard, don't you get it?"

Crossing his arms over his chest, Sheldon replied. "No, I guess I don't! If this isn't about telling Leonard you don't have feelings for him in some passive aggressive way then I'm completely befuddled as to why you would want to have anything to do with me, let alone what you're implying."

"Sex, Sheldon. Sex is what I'm implying," Penny stated flatly. "But as the minutes go by, it's looking like less and less of a good idea."

"I don't understand why-"

"What is my favorite flavor of ice cream?"

"Ben and Jerry's Phish Food," he answered immediately. "You were eating it last week when I came over needing to borrow a container of yogurt for that experiment I was doing involving my own mucus membranes and-"

"Okay!" Penny cut in. "What was my childhood pet's name?"

"You had a rabbit named Thumper, which, let's be frank, is rather unimaginative. Every kid who saw the movie 'Bambi' wanted a pet rabbit to name Thumper. I expected more from you."

Penny felt a smile tugging at her lips.

"And that blanket over there," she motioned to a chair in the corner of her room which was covered with an old quilt. "Where did it come from?"

"It was made for you when you were a baby by your great grandmother Penelope, after whom you are named, at the time of your birth."

She stepped into his personal bubble and smoothed down the front of his Iron Man t-shirt. "That's why," she whispered before reaching up to kiss him again.

This time, he didn't pull away.