A/N: Here is the next chapter. It describes in detail what exactly Penny and Sheldon do. I'm told it's not explicit, but if you are sensitive to that kind of thing you might want to steer clear. If you didn't like the last chapter, this chapter does not redeem itself. There is one more chapter in this part and then we move on to part two. Reminder that this is not a happy story and the 'happyish ending' I've promised does not come until the end of part 3. Also, Penny/Sheldon are endgame.

As always, many thanks and praises to my lovely beta delucababe!

*Chapter warnings are listed in the end


Chapter 3

From chapter 2: "No Sheldon. I don't want you to stop. Let's do this," she said, forcing her voice to be strong as she allowed the shirt to fall the floor and reached back to unhook her bra.

"No, leave it on. I need to undress you, if you could just stand there for a minute?"

She dropped her arms to her sides and nodded at him. He nodded back and dropped his hands to the button on her jeans. Slowly, he removed her clothes, piece by piece, sometimes allowing the back of his hand to graze her skin as he did so. His blue eyes kept flying back to her face with every gentle touch he allowed. At first she thought he wanted to make sure she was still consenting, but then realized this stripping was most likely just one of his techniques he was trying out. After removing her bra, his fingers brushed against the curve of her breast and she involuntarily shuddered, not quite believing this was Sheldon standing in front of her, causing a ripple of anticipation to wave through her.

When she was completely naked, he circled her, studying her form intently but not touching.

Penny cleared her throat and gave him what she hoped was a sexy smile. "You'll need to kiss her," she stated, staring at his lips.

"I know," he murmured and Penny leaned forward.

Sheldon immediately took a step back and shook his head. "That's okay, Penny. I already know how to kiss."

She felt like someone had just dumped a bucket of cold water over her.

"W-well, for most women, kissing makes them orgasm faster... it does for me anyway," she informed him and crossed her arms across her breasts to hide them from his view. It didn't matter, he wasn't really looking at her anyway.

Sheldon walked over to the sink and washed his hands as he considered her statement.

"Okay, Penny, get in the shower and wash thoroughly. Especially the parts your bathing suit covers," he instructed and pulled out her toothbrush and toothpaste to place them on the counter beside the sink.

Penny was glad to step under the warm water and pull the flimsy shower curtain to act as a barrier between her and her odd friend. The curtain was nearly transparent but, again, Sheldon didn't seem interested in looking at her at the moment. She felt slightly insulted and very confused as she tried to get her vodka-addled brain to work correctly. She watched as Sheldon sat on the lid of the closed toilet and stared blankly at a spot on the wall while he waited. He looked completely unaffected and for some reason that pissed her off.

She frowned down at the drain beneath her feet and then smirked as she got an idea. Sheldon was so determined to keep the whole experience 'clinical', she would see if she couldn't add a little seduction to it...

"Do I need to wash my hair?" she asked, pulling back the curtain to meet his eyes.

Sheldon tilted his head as he thought about it. "No, that's not necessary. There are no erogenous zones in your hair and I don't plan to do a scalp massage as it would most likely just prolong things."

She frowned when he turned to look blankly at the wall again. Okay, she needed to step it up a little.

"Sheldon? I think I need some help," she cooed, batting her eyes.

He looked at her and frowned. "You need help taking a shower?" he asked in bewilderment.

Penny nodded pitifully, catching her bottom lip between her teeth seductively.

"I find that hard to believe," he said, skeptically.

She sighed mournfully and hid a grin as she heard him get up and walk over to her.

"What do you need assistance with?" he asked, genuinely.

"Well, it's just that none of the guys I've been with cared about how clean I was, but I know that you do. So, maybe you could just watch and make sure I don't miss anything?" she reasoned.

He nodded, "Good idea."

Sheldon pulled the shower curtain back making sure the floor towels covered enough area to keep the tile from getting flooded.

Penny watched him watching her and though she wasn't sure if it was doing anything for him, she was getting more turned on than she had in a very long time. His gaze felt hot on her skin as he followed the movement of the sudsy loofah in her hands.

Suddenly she stopped and caught his gaze with her own. "Can I give you a couple of pointers?" she asked.

He raised an eyebrow.

"Come on, Sheldon. Even you have to admit when it comes to this kind of thing, I am the expert."

At his sharp nod, she grinned. "Just watch," she breathed out.

She carefully watched his face as she cupped a breast in her bare hand. She ran her fingers over her flesh, soaping herself as she went. As rolled her nipple between her index and middle finger, she watched him through half-closed eyelids. He was observing her intently, probably cataloging every moment. She let out a breathy sigh as she pinched the now swollen flesh. Sheldon made a soft sound and he licked his lips. His reaction made her groan.

"Good. I know you are trying to keep this clinical, but part of the appeal for me is seeing the affect I have on my partner. I like knowing he is enjoying it as well," she smiled.

Sheldon nodded and adjusted the waistband of his pants.

Penny quickly moved the loofah between her legs, ready to get this part over with so he would touch her again... for real this time.

When he declared she was clean enough, she shut off the water and stepped out. She reached for the towel he was holding but he pulled it back. He wanted to dry her off.

It started out clinical again, as he seemed to be more focused on removing the moisture from her skin, but then appeared to remember what he was trying to accomplish and began allowing his hands to brush against her bare skin. He avoided her breasts and between her legs, but softly brushed his fingers along her collar bone, arms, and sides. The muscles in her stomach jumped and she let out a breathy gasp when she felt his warm fingers caress just below her belly button. She vaguely wondered how much of her reaction was due to the alcohol in her system or if it was because it was Sheldon who was making her feel like this.

His pupils dilated further as he seemed to mentally catalog each reaction. He finished drying her off and she quickly brushed her teeth before following him to the bedroom where he gestured for her to lie on the bed.

"Sheldon, Amy is going to expect you to kiss her while you're doing all this," Penny pointed out.

"Oh. That's true," he said and, with no warning, his hands fell to her naked waist and he hauled her up against him as he claimed her mouth with his.

Penny was not prepared for Sheldon to be so good at kissing. Obviously he and Amy had practiced quite a bit.

Then his tongue slipped into her mouth and Penny's brain shut off. Her hands had minds of their own as they reached for him and started tugging at his clothes. For a moment he seemed content to let her, but then he suddenly stopped and stepped away, breathing hard.

"No, Penny. You aren't supposed to touch me, remember?" he cautioned, but he looked confused.

At first Penny was afraid she had done something to scare him, but soon realized that he was hard and seemed to be almost as affected as she was.

"S-sorry. If it helps, you are doing very well," she praised.

Sheldon nodded and swallowed.

"Okay, lie down," he instructed and she shakily obeyed.

He turned clinical again, as he returned his hands to her body. His fingers grazed against the sensitive flesh of her inner thighs, daring to touch her more intimately, but he remained too gentle and moved on too quickly.

When he moved his hands to cover her breasts, Penny placed her hands on top of his, pressing them more firmly against her skin and guiding the pads of his fingers to her nipples.

"Slower, Sheldon. Slower will get me there faster," she instructed and tilted her head up to indicate that he should kiss her again.

This time when their lips met, Penny forced herself to grip the bedding and lost herself to the sensations. It stunned her again to think Sheldon was an impressive kisser, one of those few who really knew how to use his lips and cause ripples of excitement to course through a girl. She trembled as her imagination exploded with images of what those lips could to a more intimate area. Sheldon had her writhing and moaning into his mouth within seconds and if Penny hadn't have been so far gone she might have registered he was moaning as well.

Her breath hitched and she closed her eyes when Sheldon's hand started to roam lower on her body again. At the first touch of his fingers on her center, she sighed. He was gentle and unsure as he ghosted his fingers against her and she moved her hips to help him.

Opening her eyes, she looked down to see him intently watching his fingers probe at her private flesh, his forehead creased slightly in concentration. She moved her hand to rest on top of his and guided his digits to where she needed them.

She continued to rock her hips against their joined hands, moaning sensually when a long finger finally entered her.

"More," she whispered hotly and Sheldon was quick to oblige. When his thumb brushed against her bundle of nerves, she cried out. "Shit!"

She removed her hand from his, cupping his chin and pulling him to her for a searing kiss.

Her orgasm seemed to sneak up out of nowhere and she cried out in pleasure, nearly coming up off of the bed as his fingers continued to stroke her through it. Finally, she grabbed his hands and pulled them away, unable to bear any more stimulation

Penny fell back on the bed, boneless and pleasantly numb as she fought to catch her breath. Sheldon sat down heavily beside her, breathing hard as well. After a few minutes she looked over and noticed the rather large bulge in his pants.

"Sheldon? Do you want me to..." she trailed off and gestured to it.

He shook his head.

"No. I-I think that if I can do this with Amy, she should be satisfied and I won't have to worry about doing anything else," he said, though he didn't sound very sure of himself.

Penny shrugged and closed her eyes. Between the alcohol and the orgasm she was exhausted. She felt him climb out of bed and head for her bathroom, presumably to wash her off his hands.

The thought had her tearing up. Suddenly, the guilt and wrongness of her actions hit her full force and she felt cheap and dirty. She wiped her face with the back of her hand and pushed herself out bed. Stumbling, she rushed over to her dresser, blindly pulling out clothing as she couldn't handle the thought of still being naked when Sheldon came back. Once dressed, she climbed back into bed.

Though the sweatshirt and sweatpants she pulled on covered her sufficiently, she still pulled the blanket tightly around her and wished she could re-do the whole night.

Sheldon emerged from the bathroom a moment later and stopped to stare at her, as if he sensed that something was wrong. Penny was surprised to feel his arms wrap tightly around her in a real hug that tamped down the rising panic and left her feeling drained.

"Thank you for helping me, Penny. I admit, I didn't realize the impact this would have on both of us emotionally. I'm sorry if you feel uncomfortable but I'm very grateful for your help."

When he pulled back silent tears were streaming down Penny's face, but she gave him a small smile.

"It's okay, Sheldon. I'm glad I could help you," she managed to say after a moment.

He nodded enthusiastically.

"Yes, you really did. I knew coming to you was the right thing to do. After all, you are my best friend," he confessed.

Penny blinked and looked at him surprised.

"I thought Leonard was your best friend."

"Not anymore."


Penny woke up the next morning feeling awful. Her head was throbbing and her vision swam every time she tried to open her eyes.

The events from the previous night erupted behind her closed lids and her hand lifted to her head as if the act alone could banish the images.

Slut, whore, cheater, hussy... The words floated through her mind in the voices of the Pinkerton sisters and her face burned in shame. How could she have done that? What was wrong with her? She felt sick and tried to sit up, thinking she would need to sprint to the bathroom to make it in time, when she suddenly realized there was a warm arm slung over her waist. She turned her head to see Leonard, her husband, asleep next to her.

She let out a choked sob and covered her mouth with her hand. The sound woke Leonard, who blinked up at her sleepily before he frowned and pulled her toward him. His arms wrapped tightly around her back and Penny was unable to stop herself from burying her face in his chest and letting the sobs come. She cried for a long time while Leonard gently stroked her back and her hair. He peppered kisses on her forehead and whispered promises that everything was going to be okay.

For a moment, she believed him. And then she shifted and felt his erection on her thigh. The thought of him touching her after what had happened last night had her pulling away from him so violently she fell out of the bed and onto the floor, hard.

Unable to get to her feet she pushed herself backwards until her back hit the wall. She tried to take a breath, but was suddenly unable to get air into her lungs. If felt like something was pressing on her chest and she could hear this odd, muffled gasping noise. She was horrified a moment later when she realized it was coming from her.

"Penny! Penny, look at me! Focus, breathe! You are okay," Leonard was practically shouting before Penny was able to understand him.

She focused on his eyes squinting at her since he had not yet put on his glasses. It took a tremendous amount of strength but she was finally able to push herself out of the cloud of panic and take a breath. The air filled her lungs and she sat still for a moment blinking at the little sparks that danced at the edge of her vision.

"S-sorry," she whispered when she could breathe normally again.

Leonard didn't say anything, just continued to rub her shoulder with one hand, the other hovering as if afraid to touch her too much.

"What was that, Penny?" he asked, concerned.

She shook her head. "Just a bad dream," she said and got to her feet.

He stood up as well and turned to get his glasses from the bedside table.

"A dream caused all of that?" he questioned suspiciously.

"Yes, well, no. I don't know. The dream made me cry and then when I fell out of bed, I got winded and panicked. That's all," Penny lied as she stretched and hoped he didn't notice the trembling in her hands.

He nodded slowly, obviously not convinced but didn't press her. He ran a hand through his sleep tousled hair.

"I'm sorry if my being here startled you. I got home so late last night and when you weren't in my bed I realized you must have fallen asleep over here. You were out cold, so I decided to crawl in with you. I mean, we're married now so..." he rambled a bit then trailed off as if afraid she would be upset with him.

Penny was able to muster up a real smile for him. "It's okay, Leonard. I drank too much last night and passed out. You know, my normal bedtime routine," she joked flippantly and he smiled back at her.

He leaned forward to kiss her, and it was all Penny could do not to push him away again. She twisted out of his arms as soon as she was able.

"I need a shower," she called over her shoulder in explanation as she headed into the bathroom and shut the door firmly behind her.

She sagged back against the closed door and shut her eyes. She could do this. She just needed to keep taking deep breaths and push last night out of her mind. When she felt steadier, she opened her eyes and looked at her shower, still a little wet from the previous night's use.

She barely made it to the toilet.

Once her stomach was completely empty, she lay down and pressed her hot cheek against the cold linoleum. Her last thought before she drifted off into darkness was, "I really need a drink."


A/N: Chapter Warnings: Warnings: Infidelity, cheating, intimate touching, orgasm, kissing, drinking, depression, lying, panic attack.

Last chapter of this part will be posted next weekend.

I've worked very hard on this fic and am an actual person with feelings. Please keep that in mind before you decide to leave a review. Thanks.