A/N First off, thank you for all the wonderful comments. Please continue to comment, I enjoy reading your takes on the story. I'm glad so many people are enjoying this. I missed thanking TerribleWaitress in a previous chapter for looking over a section that was similar to one she wrote. There is another one here. Both of mine were written previous to her publishing, but I wanted to clear it with her, since she published first. Thanks TW for saying my sections are fine. I'm gonna skip the disclaimer, check one of the previous chapters to find it.

Chapter 9 Prelude to the Nightmare.

Leonard looked puzzled. "What do you mean?"

"Remember when you talked me into going to the New Year's Eve party at Stuart's store?"

Leonard shook his head in disgust. "I do. The other guys pushed me to come over here to convince you to come to the party. Here I was, trying to get you to go to a party with Zack, who I now thought was your boyfriend. How much fun do you think that was for me?"

Penny smiled sadly, "I could hear it in your voice that it was not a lot of fun for you."

"I just couldn't believe you were back with Zack, after that drunken night"

That's why I told you the real story about how we weren't really together. I wanted you to know." Penny explained.

"Well," Leonard smiled. "It did make me feel better, although I still had to think about persuading you to go to the party with him."

"I was just so upset," Penny said. "He said I was embarrassing him in front of HIS friends. HIS, Leonard. I just couldn't handle that. You guys were MY friends, not his. Then there was the whole problem with you."

The frustration was evident on Penny's face and in her voice. "You know, that I still had feelings for you and you were going to be there. How was I supposed to handle that? The easiest way was to just not go. Zack's comment was the excuse I was looking for. It was easy telling Zack and Sheldon to leave me alone. When you came over, I tried to tell you no, but I couldn't keep you out."

Leonard nodded, a slight smile forming.

"You were going to be there and it was going to kill me to see you there, especially as I was going to be with Zack. I saw how cute you were in your costume you were being so sweet trying to get me to go to the party, yet you knew I was going to be with Zack. I decided that since I couldn't go with you, I wasn't gonna go."

"So I started telling you different reasons why I didn't want to go, and I almost told you the reason I didn't want to go, was because I couldn't go with you. I started to say 'and then there's you not being with me', but I caught myself and all that came out was 'and then there's you'. You looked at me and asked what I meant, and I said nothing..."

"Yeah, you looked kinda strange, but I just let it go."Leonard said. I just don't understand why you just went. Why did you go?"

"So I wouldn't have to explain to you how I felt." Penny said looking sadly at Leonard. "I was looking at you, wanting to go with you, but I just couldn't bring myself to say anything about how I felt, because I couldn't think of a way to explain it. I figured I could get away with not telling you anything, if I just got up and went. I didn't expect to have that kiss happen the way it did, and then have to see the look I you face. I know I've told you this, but it hurt me to see you look so sad"

"I wondered why you looked so sad."

"Embarrassed was more like it, although a big part of me was sad I was with Zack and not you."

Penny reached for the chips and the bag was empty. She got up, walked to the kitchen and grabbed another bag. She returned to the couch sitting in the middle of the couch. She look sadly at Leonard.

"Those months leading up to New Year's were so hard on me Leonard." Penny said. "I had realized what a mistake I made. But, because of that one drunk night, I was too embarrassed to talk to you about it."

"I wanted to get back with you, but I didn't want to, in case I messed up. I missed you, but I was scared to be together as something might happen, we'd break up, and you wouldn't want to even be friends. I was just so confused and scared. Inviting Zack to New Year's Eve, was just a reaction to my loneliness."

"Then, after the mess on New Year's Eve, came that disaster at Big Sur."

"Yeah that was screwed up, wasn't it. Leonard said.

"I was just so glad Bernadette's friend was there to get me out of there. Penny agreed.

Leonard looked at her, a smile forming, "Hey, wait, what you said earlier, about only being with Zack...that means you just got a ride home and nothing happened with him."

"Of course that was all. Penny snapped. "Why would you think anything would happen?" What did you expect?

Leonard looked sheepish, "Well, he was pretty good looking and you know how you'd get with good looking guys."

Penny shook her head. "Leonard, since I was so confused about you, I just felt as if I shouldn't do anything that might drive you completely away." Sarcasm became evident in her voice. "You know, like jumping into bed with every guy I meet.

Leonard said, "I didn't mean you did, Penny. I just thought you with such a good looking guy and he's giving you a ride home...

"You thought what? Penny exclaimed, anger now clear in her voice. "That I was going to pay him for driving me home by offering to screw him? Or, maybe you thought I would just bury my face in his lap while he drove, so I didn't owe anything by the time I got home, is that it?"

"I didn't think that at all." Leonard said apologetically. "It's just he was the type of guy, physically, you used to go out with. You know how inadequate I feel around those guys, And, he wasn't a fool like Zack. You know how my mind runs off on tangents with something like that. Let's say I was wrong...please go on."

Penny's face still showed anger, but seeing how embarrassed Leonard looked, her expression softened and she continued with a touch less tension, "Anyway... I didn't think it was going to be a problem with both of us there. I was staying with Amy, you would be busy at the conference, I wouldn't have to see you except with the group."

"Then Bernadette started the whole chain of events, ending up with me in your room. I thought it would be fine. After all, Sheldon was there, what could happen? Then Sheldon left."

"Yeah, it was like night you were drunk all over again, with the same next morning...you not wanting to get back together." Said Leonard with a tightness his voice.

"Hold on," Penny snapped. "YOU were the one that started pushing. Like when I said the shields were up below the waist and you said something about all the things we could do above the waist. YOU, said that you had gotten better about being intense and I did say ONE night, how can you compare the two?"

"What do you mean you said one night?" Leonard exclaimed loudly.

"When I told you it wouldn't be bad specifically for 'just one night'." Penny continued, her voice getting higher. "Which is why I was so pissed the next morning when you said something about getting back together."

"I don't remember you saying one night," said Leonard, dismissively.

"I DO," Penny yelled, anger now evident, "I know I don't have Sheldon's memory and I know I dragged you off, that night I was drunk and just left you the next morning. I was wrong there, and I didn't want you to think there was going to be anything more that one night, at the conference. Which is why I made sure I said one night." Penny's expression of anger bored in on Leonard.

Leonard voice was tense. "I'm not saying you didn't say it. I simply don't remember it."

Penny was still angry, but stopped for a second to cool down. Even so, when she continued the sarcasm was very obvious. "It possible you didn't hear me because you were running over to me. By the time I said 'just one night', you were practically in bed with me. Maybe you didn't hear me because you were so busy running over to me, you weren't even listening to me."

"Oh, very nice, Penny." Leonard said getting angry in turn. "Just a wonderful low blow, accuse me of not listening. Anyway, it doesn't matter, nothing happened."

Penny stopped. She took a deep breath, then let it out. When she continued it was in a normal tone of voice. "I'm sorry Leonard, You're right, it doesn't matter. Can we just calm down? I snapped at you first, and I'm sorry. I've hurt you so bad, so many times, it's just frustrating when I did what I was supposed to do, to make things clear, and it's somehow it's still my fault."

Penny reached out to touch his arm, "Can we just cool down and go back to talking?"

Leonard looked silently at Penny for a few seconds. When he started speaking, he voice was calm and steady. "You're right, it's probably not your fault." I was more than likely hearing just what I wanted to hear. I was still holding feelings for you, and I guess I was still pretty intense when it came to you. Those other women didn't mean as much to me as you did, so I guess it was easier for me to not get intense with them."

"OK, I can accept that," Penny said after a pause.

Penny looked at Leonard, a smile growing bigger, "Although, I thought it was funny when you did that old lady, to get her to give a donation...slut," Penny teased.

While Leonard's anger was gone, his voice show a trace of frustration. "I didn't do it to get the money. She was giving us the money anyway."

"Yeah, yeah," Penny scoffed. Seeing Leonard frown, she continued quickly. "I'm just teasing you. I know you didn't do it for the equipment. You told us that on your way to bed. " I didn't mind her. I knew you weren't going to see her again, and you sorta kinda got pushed into it."

Leonard smiled back, "OK, you're forgiven."

Penny smiled, "I felt so comfortable, teasing you. Even with Big Sur, I felt like we were really getting to be close again. I thought, if we took it slow, we might want to try again. I was thinking I should work up my courage up and try to talk to you."

Penny stopped, and the tears started filling her eyes. She could still feel the pain in her chest, having to catch her breath. "Remember I told you about the "Truth or Dare" game?"

Leonard nodded.

"Well," Penny said, intense emotion clear in her voice. "when you introduced us, I suddenly found myself in my own nightmare. Another women realized you were a great guy and you had started going out with that woman. Now I was scared for a different reason, I realized I may have lost you forever to Priya."