A/N thanks so much to those of you who are being super supportive. You are awesome.

Leopold

It was getting late and Penny was getting frustrated. The board was still sitting there; looming, just as it had been yesterday, and the day before that and the one before that. Spread upon it in Sheldon's small handwriting, were dozens of names and a large collection of marker colours and sizes. The variety of them was amazing. While some were common others some were very uncommon; some were right out of the question, while others still were so close to what she was looking for she debated just waking up Sheldon, his mother and sister and announcing she had made her decision. Then she would just pick something completely at random and go with it. Honestly she would have been fine with that but the decision was just to big for her normal shoot first ask questions later approach to life and she was more then aware of how HUGE this was. This was her son's name, the thing people would associate him with for the rest of his life. When people would say, "Wow he totally looks like a so and so" she wanted that blank to be filled with something absolutely perfect. Something that suited the tiny, blue eyed, brown haired bundle so perfectly that his name would just pop into mind when people thought of him. It needed to be a perfect fit.

She sighed. Staring at the thing was just making matters worse. In a fit of pique she got up off the couch and headed towards the apartment door.

Penny was exceptionally careful not to make to much noise as she eased out of her living room and made her way to the stairs in the hallway. The apartment was getting more then a little crowded and this was not the first time she had escaped into the hallway in the middle of the night for some much needed alone time. Not that she wasn't grateful. It was so sweet that Missy had decided to stay for a few days and having Mary around was wonderful. The extra help Sheldon's mother and sister were provided was priceless, especially with the PPD looming behind her like this dark shadow she just couldn't recall being a part of. Penny was especially grateful for all they were doing to help her cope with the twins. In fact, most of their friends and family had been nothing but supportive. It had horrified her when Leonard's mother had actually flown all the way down to Pasedena from New Jersey (at Sheldon and Leonard's bequest) to diagnose and treat her for it but she couldn't argue with the results. At this point the medication seemed to be working well enough and with the promise of allowing her children's brains to be scanned at the earliest and safest convenience she was the recipient of free online therapy. Penny was discovering that while she hadn't been a very good mother Dr. Hofstadter was an excellent therapist. She could look at herself in the mirror again without cringing, was getting through her days without weeping inconsolably at a moments notice and no longer felt the bottomless despair every morning had brought. Beverly had dragged her out of that particular pit almost single handedly, even if her reasons behind wanting to help was focussed on the promise of a joint paper with Sheldon debating whether the genius traits were based in nature or nurture it didn't change the situation. Simply put, Penny felt better. That withstanding, her advice on this matter was clear, she had told Penny that the first thing she had to do was initiate maternal bonding with her children, and a good first step in that direction was recognizing them as human beings and naming them. So Penny had decided that tonight she would name her son. Sadly, this was turning out to be a lot easier in theory then in practice.

Again she was strangely envious of just how easily Sheldon had taken to fatherhood. She had thought that this parenthood thing would be a situation where she would prove to be the master and him the he had named their daughter within the first few moments of meeting her at the hospital. By the time they had come home he had announced that as per their agreement (if it was a boy she would name it if it was a girl he would get the honours) he had chosen to name their daughter Marie Melissa Cooper. Marie after Marie Curie as well as a play on his mother's name - two Marys would be too confusing for his family- and Melissa for his twin, who for all her childhood torture, had defended him in his most desperate moments against their family, peers and the neighbour kids. When informed of his decision Penny could remember both his mother and sister had cried. Apparently Marie was also his Memaw's name although he had never mentioned it to her, his mother had told Penny rather proudly. The most unnerving part was that she did LOOK like a Marie to Penny. Her appearance and personality just screamed the name "Marie" to Penny. It was absolutely PERFECT.

Her eyes roved back to the door to their apartment. It seemed so long ago that she was just the girl next door and this was their common area. Her problems had been low wages, making rent, horrible boyfriends and no acting prospects; not the overwhelming sense that she wanted to abandon her new family and run home to Nebraska. It had all been so simple then: work, date, dinners with the boys. Her worlds had been separate other then the occasional time she and Leonard lost their better judgement. Then enter Sheldon. After a particularly bad night of watching Leonard go off with some woman that wasn't her she realized she wasn't nearly as upset as she would have been had she been stuck with Leonard while Sheldon was on a date. That night, it was like everything she had been trying to figure out suddenly made sense. And for the first time she felt confident and sure what she was doing was the right move, that Sheldon was the answer to a question she had been too afraid to ask. She had been so sure of herself and of him that she had leapt in with both feet and not looked back.

God, she wanted to feel like that again.

She heard the click of a door and braced herself for the intrusion. Mary and Missy were both determined to not let her out of their sight. They were like two very, tall guard dogs, always on her heels. Still they were much, much better then her husband. After Sheldon had googled PPD and discovered that in more extreme cases the mother could do harm to herself and her infants. He subsequently became obsessed with monitoring her state. It was only Leonard's mother's assurance that Penny was in no way an extreme case that he allowed her to be alone in a room. She braced herself for what was sure to be a Cooper escort back to bed or Sheldon in a panic that she had run off. Instead, the opposite door opened and a pajama clad Leonard crept into the dark hallway. She offered him a small smile and he returned it immediately before raising his hand, silently indicating that she wait for a moment. For the first time that day Penny felt her heart become a little lighter. While the tension in the Cooper household was going away with Leonard she was completely at ease. He had been her saviour in her time of need and her anchor in these new waters. With Leonard she didn't feel like Penny Cooper the mom or Penny Cooper the wife, she just felt like plain old Penny.

Her good mood was furthered when he returned with a pint of Lemon Gelato and two spoons. Popping the lid they sat next to one another on the stairs, silently licking their dessert and enjoying the unique peace that came with being awake at two in the morning.

After some fifteen minutes of silence it was Leonard who broke it the peace.

"Leslie's pregnant." he stated softly, "She told me tonight."

Penny shook her head as her mouth turned to a smile, she took another bite, "It must be going around."

She paused for a moment before looking at him, "You okay with that?"

He shrugged his shoulders helplessly and she nodded in understanding. She knew all about the Leslie/Leonard relationship and all it's ups and downs. In the three days she had refused to set foot in her apartment she had camped out with Leonard. He even ferried the bottles she had prepared for the twins to the other apartment and kept Sheldon calm enough to allow Penny the time she needed to sort out her thoughts. He was truly her best friend and without him she was well aware she would probably be drunk in Nebraska having destroyed both her relationship with Sheldon and her children. Instead he had seen her through her trauma and done what he could to help. Rather then driving her back to her childhood home and away from her future he had stood beside her and faced it head on, both during those days she was staying with him and a week later when she had married Sheldon in a little civil ceremony at city hall. He had been her maid of honour and Sheldon's best man. Listening to him was the very least she could do.

"It's alright to be scared you know." Penny ventured into the silence, "I mean I am still terrified. God, their so dependent. These tiny little people that came out of my body. I know that it's kinda weird to say it like that but it's totally true. I look at them and wonder how the hell I did that."

"I think everyone else is wondering how hell Sheldon did that." Leonard laughed slightly, "Seriously, no one believed he could actually reproduce sexually."

Penny found herself giggling, "Oh yeah, what was it? Mitosis?"

"I still think he's going to grow wings and fly away one day." Leonard whispered as he dipped his spoon into the pint again, he placed it in his mouth and seemed to think for a moment before speaking again, "Don't take this the wrong way but it just all seems a bit backwards. I mean, I always imagined it would be Sheldon sitting here having this talk with me about you. That we'd end up together. It just feels like we took a wrong turn somewhere and my life turned out as strange as possible."

"I know what you mean," Penny smiled, "That day I moved in, if you had told me this was what was going to happen I would have punched you for it."

"Nah, you were too nice." Leonard replied, "It took you at least a week before you were okay with threatening us with physical violence. Well me anyway, when Sheldon cleaned your apartment you threatened to stick your foot up his ass."

Penny grinned but let the silence fall over them. The two of them sitting on the stairs eating ice cream, it seemed to her like this was one of those memories that she would keep forever. She would remember it when the twins were in their teens and Leonard no longer lived next door. It would be something to treasure.

"You know it's not all bad, being a mom." she whispered to no one in particular, "I know the whole PPD thing kinda threw a damper on it but I think when we're ready for another one I'll know what to expect. I'll do better then I did with the twins. I'm kind of looking forward to it."

"You want to have more!" Leonard cried, "I would have thought two would be enough."

Penny found herself thinking of it. The words had passed through her lips without her pausing to consider them but now that she was she was surprised to find they were true. The thought of having more children was not something she had ever considered but now that it was there it seemed so natural that she knew it would happen. It was inevitable. It made her feel incredibly good.

"I hadn't thought about it before but I do." she whispered in awe, "I love the twins more then anything. I just look at them and I know that I'd do anything for them. It's like that Leonard. You know you're the only one I ever told about not wanting them other then Sheldon. About the whole possibly getting an abortion thing. I don't think I ever really thanked you for talking me out of it."

"You don't have to thank me." he replied around his spoon, "You're my friend, probably my best friend. I knew if I let you go through with it you'd regret it. Friends don't let friends do that."

"Exactly." Penny said, "Which is why I am going to tell you to go for it with Leslie. I know it's terrifying and scary and you don't really know what to do but it's going to be worth it. Even if you and Leslie don't work out don't throw away the chance to meet your son or daughter Leonard. It's just not worth it."

He stared at her, spoon in mouth and eyes deep with wonder. Then, rather unexpectedly, Leonard removed the spoon, placed his hand on the back of her neck in the gentlest way and pulled her towards him. To her credit she did not freeze or panic. The kiss was not romantic or sexual but it was full of purpose. Somewhere inside she knew this was their last kiss and just as memorable as their first. Penny thought of it as herself and Leonard closing the lid on the box that was all their own hang ups. Their love, the attraction they would always feel for one another and the realization that they were much better as friends then they would ever be as lovers. She felt the warm tears well in her eyes and trickle down her cheeks as their lips pressed together, chaste and sweeter then anything she had experienced before with Leonard. She felt more wetness on her face and realized he was crying too.

They stayed together longer then they had to but not long enough for either of them; not when the awareness of what they were doing remained unspoken and crystal clear between them. This was their end. Somewhere in the back of her mind she realized it was necessary for both of them, they had never closed those doors and if they didn't that weight would always be there. Eating away at their real relationships and destroying the love they were meant to feel. She was so happy they were doing it together. When they did part he kept his hand on the back of her neck and they pressed their foreheads together. Soon the sadness dissipated with a small laugh from Leonard.

"What? What are you thinking about?" Penny whispered through her tears, her voice wavering with emotion, "It must be good."

"Actually I was thinking of the first time I ever heard you sing." He replied, "You were horrible."

Backing away suddenly she swatted him playfully on the arm, the huge shocked look she gave him did nothing to hide her amusement.

"I was not!" she cried indignantly.

"You really, really were." Leonard laughed, "and you made me watch that awful video. Even after we went to so much trouble fabricating that lie to get out of going to the play."

"You lied to me??" Penny's face was a mask of shock.

"Well I lied a little but Sheldon, well he went all Sheldon on the lie." Leonard chuckled, "He was so paranoid that you'd research our alibi that he created the whole Leopold thing to throw you off."

"Wait a minute?" Penny cried, her eyes wide with wonder, "You mean there is NO Leopold? He was something Sheldon made up so that you guys wouldn't hurt my feelings?"

"I think it was more so you wouldn't find out and hurt us." he grinned, "You didn't ever figure it out? Didn't you notice that cousin Leo never made it to the wedding?"

"The wedding was in city hall Leonard, practically no one came. Plus, I figured he never kicked his problem." Penny whispered in awe, her shock embedded, "So there is no Leo. It was the first time you two ever lied to me, just so you wouldn't have to tell me I was a horrible singer. You know I figured that out after the show all on my own."

"Yup, but we didn't want to be the ones to tell you. Rather I didn't. Sheldon probably wouldn't have been able to stop himself." Leonard couldn't help but laughing, "It was so convoluted. The Face book, the blog and the listing on E harmony, going to Long Beach and then getting Toby to pretend to be his cousin Leo. Just to avoid watching you sing. I should surmised his feeling when I saw just how much of an effort he was making, the only other woman he had ever made that sort of effort for was Stephanie and that was because he wanted ME to keep dating her so we could have a Mc Coy."

"It's kinda sweet, in a Sheldon way." she mused, scrapping the bottom of the ice cream tub.

"I always wondered what the statistical odds of ever hearing a beautiful woman saying that would be." Leonard replied as took the container and spoon from her. He pushed the lid into the now empty tub before rising to her feet and looking at her, "If Leslie is half the mom you are then I don't have anything to worry about. Penny, I love you. Thank you so much."

"I love you too." she replied, letting him help her to her feet and wrapping her arms around him, " It's my pleasure. All I want is for you to be happy."

He contemplated the words for a moment looking at her, "I think I am."

"Me too." she answered honestly and to her shock she was. They hugged one more time before heading back to their separate apartments.

As Penny eased into the darkness (very careful to be extra quiet and not wake any of the five Coopers currently asleep and secure in their dreams) she crept to the white board where Sheldon had written all the possible names for their son. With a devilish smirk she used the dry eraser to wipe a large clean swath through the meticulous printing and uncapped the green marker.

The next morning, when he got up for his breakfast, Sheldon Cooper discovered (to his personal horror) his wife Penny had decided to name their son in honour of his imaginary cousin Leopold.