Frowning, Leonard looked up from his pizza slice as Bernadette and Amy giggled behind their hands, casting their eyes in his direction whenever they thought he wasn't looking. They had been doing this the whole evening, and not only did it annoy Sheldon immensely, it was beginning to annoy him too.

"What's so funny?" He asked, looking over his glasses in their direction.

"Nothing." Amy smirked. "Nothing at all."

"Yeah." Bernadette gave him a nod, accompanied with a grin that bordered on creepy.

"Okay..."

"Amy, I must say, I am ashamed that you have become the kind of person who laughs without sharing the amusing topic over dinner." Sheldon shook his head.

"My apologies, Sheldon." Amy said. "Bernadette and I were just talking about... something... that we can't share."

"Why not?"

"It's about girl stuff." Bernadette flashed him an innocent grin.

"Oh, yucky." Sheldon frowned in their direction, placing his plate down on the coffee table. "I think I'm done with my pizza."

"You know what they're talking about?" Howard asked, leaning over to Leonard.

"Nope." Leonard shook his head, casting another glance as the girls burst into giggles again.

"Sorry, sorry," Bernadette cleared her throat. "Is it okay if we invite Penny over since there's pizza left over?" She directed her question at Leonard.

Figuring it would be alright since Priya wasn't there, and he felt bad for Penny being constantly excluded these days, he nodded. "Yeah, sure." He knew they were asking him because of his girlfriend, and he appreciated that, but he wished they didn't have to. Penny should be able to have dinner with us regardless of who is or isn't here, and she shouldn't be invited just for the leftovers.

Leonard's thoughts lingered on this matter as the two girls went to get Penny. He wanted to respect Priya's wishes, and he was trying - despite all the sex, he was trying to keep his distance from Penny. But considering the rest of the group were also her friends, and she was close with the girls, it wasn't easy, and he knew that he couldn't always not hang out with her. He thought that Priya should realize this too, and he wondered if she did, or if she even understood how close Penny was to the rest of the group and how much she was being isolated by Priya's request. Here I am again, more worried about Penny than my own girlfriend... Leonard dropped his pizza onto his plate and placed it on the coffee table, sighing. But she's my friend too, she should get to eat pizza with me, and our friends. And it's not me who invited her anyway, it was Amy and Bernadette.

He was snapped out of his thoughts as Amy and Bernadette walked back in, followed by Penny. Trying to ignore the way his heart skipped a beat the moment he saw her, he gave her a smile. "Hey."

"Hey..." She nodded, blushing slightly, before sitting down quickly on the end of the couch and taking a plate of pizza.

Amy looked at Bernadette, and the pair looked at Penny, and quickly back down at their laps as they stifled yet another giggle fit. Leonard raised his brows, but kept his eyes on the scene as Penny looked inquisitively at each girl.

"What are you laughing at?" Penny asked through a mouthful of pizza.

Grinning, Amy leant in to whisper something in Penny's ear, which to Leonard's annoyance was drowned out entirely by Sheldon announcing that he was going to use the bathroom.

"Oh for Gods sake, seriously!" Penny waved the hand with pizza in the air in disbelief and whatever Amy had told her. "Can we not talk about that in front of the guys?"

"Whatever it is, they're not actually talking about it, just laughing about it," Howard rolled his eyes.

"Okay, well, good."

Leonard didn't miss the quick glance she threw his way, but he had no clue if that was just a coincidence or if it actually meant something. He tried not to focus on it, immersing himself into the newest not-so-interesting topic that Sheldon had introduced upon his return from the bathroom. It was only when he got up to clear up the plates on the table and he moved over to where Penny was sitting, Amy having vacated her seat not long ago as she had to leave, that his mind wandered back to Penny.

"You finished with your plate?" He asked, bending forwards to pick up Amy's plate and reach for Penny's.

She bit her lip slightly before answering. "Yeah."

He felt her eyes follow him as he added her plate to his stack and walked over to the sink. He said goodbye to Howard and Bernadette, and set to washing the dishes, now thinking about the workload he had to complete tomorrow.

"Are you just going to sit there?" Sheldon's voice seemed to come out of nowhere, and Leonard turned around as he dried the final plate to see him talking to Penny, who looked as though she had been slightly startled from her own thoughts. "Because I think that's breaking the rules, and I am not comfortable with having a rule-breaker in my apartment."

"Oh, yeah, sorry," Penny cleared her throat, standing up. "I was just... daydreaming."

"Daydreaming?" Sheldon sighed. "No wonder nothing good is happening in your life if you waste your time daydreaming."

"Sheldon," Leonard rolled his eyes. "Just go to bed."

"But Penny is in our apartment and that's breaking the rules." Sheldon's eye began to twitch ever so slightly.

"It's fine, I'm going!" Penny put her hands up in front of her, huffing.

"Thank you!" Sheldon breathed a sigh of relief, before smiling at the pair. "Okay, goodnight."

Leonard watched as Sheldon walked off to his bedroom, then turned around, slightly confused but not particularly upset that Penny was still standing there.

"Well, I have to get to bed too," Leonard smiled awkwardly at her, trying to remember when it had gotten to the point that it was weird to have her in his apartment, at this hour, instead of normal. "Lots of work to do tomorrow, plus Sheldon has to go in early."

"Oh, sure, yeah," Penny giggled nervously, but still didn't move. "Umm, thanks for the pizza."

"No problem." Leonard shrugged.

"And sorry about Amy and Bernadette," She sighed. "They weren't laughing at you, they just... found something really funny when it isn't really that funny."

"That's okay." Leonard smiled, as an idea popped into his mind. "Hey, what were they laughing about?"

"Nothing!" Penny blurted quickly - so quickly he knew it wasn't nothing, but knew not to ask anything further, so he left the conversation open for her. "It was just, uh..."

He looked at her curiously as she bit her bottom lip, staring at him without blinking. "Penny?"

"Mm." She blinked and shook her head slightly. "Sorry, I - yeah, I'm just going." Turning hastily to open the door, she grinned back at him. "Thanks for the pizza, and stuff."

Still not particularly sure about what had just happened with her, Leonard chuckled to himself as she left the apartment. As he washed up for the night, he wondered if the lack of time they spent together nowadays was actually making things weird between them. He thought about the previous months, when things seemed more natural between them, despite the still unexplained, spontaneous, but not unappreciated sex - that should have been awkward, he thought, but it wasn't. They still went around their lives fine, and could have a normal conversation that didn't leave the other too confused or uncomfortable. Now that they weren't seeing that much of each other anymore, seeing her seemed... different. Maybe it was because the sex had stopped, he thought, and they had time now to think about why it had been happening in the first place, that things seemed more awkward. He had no idea what was going through her mind, or whether she felt the difference too, but it bothered him. They had always been close friends, despite their differences they had always gotten along easily. And now it was like they just didn't know what to say to each other, as though they didn't know how to be just friends anymore.

Putting his toothbrush back in the holder, he noticed Priya's toothbrush there too, the one she kept in his apartment even when she wasn't there. He wondered if maybe his time apart from Penny was giving her time to fully accept that he was in a relationship with Priya. Despite what Penny said about being okay with it, and insisting that she didn't have a problem with Priya, he figured she was probably at least a little more upset by it than she let on to him. He didn't blame her; he had been upset enough about seeing Penny with Zack and that wasn't even really a relationship. She must have some kind of issue with it, she's the one who initiated the sex the first time, Leonard frowned to himself, hanging up his robe on the back of his door. Huh, a physicist with a girlfriend and a... an ex-girlfriend who still wants the sex. Take that everyone who made fun of me in school!

Rolling his eyes at his own thoughts, he shut out his night light. He knew that he was never going to figure out what was going on with Penny, when he couldn't even figure out what was going on with him. Every time he tried to give it some thought, he went back to Penny. Rolling onto his side, he tried to empty his mind of these thoughts, knowing he wasn't going to make any startling relationship-based discoveries now, be it on his own part or Penny's.


"I think Amy has picked up too many bad habits from Penny." Sheldon frowned as he looked down at his tray of food.

"What?" Leonard looked up from his surprisingly tasty cafeteria salad.

"She purchased the latest issue of Cosmopolitan magazine." Sheldon sighed.

"Ooh, I sometimes read Bernie's copy, there are some good sex tips in there." Howard grinned, shaking his head slightly in amusement. "Good times."

"I read it too, and that has physically disturbed me." Raj frowned, throwing down his slice of cucumber.

"What, Sheldon brought it up." Howard argued. "I was just adding to the conversation. Why do you read it anyway?"

"So I know what to talk about with girls, obviously." Raj replied, as though it was the most obvious thing in the world.

"You can't talk to girls!" Howard pointed out.

"Yes, but when I'm drunk, I can!"

"Yeah, great," Leonard rolled his eyes. "You both read a girls magazine. What was your point, Sheldon?"

"My point was that Penny has turned Amy into somebody who reads about orgasms that are not caused by stimulation of the brain."

"I don't think that's Penny's fault." Leonard bit back a laugh.

"Ah, actually, it is." Sheldon put his fork down. "Before becoming uncomfortably close with Penny, she only understood the meaning of the adjective 'cosmopolitan' - now she uses the word in reference to the alcoholic beverage and magazine."

"If you were normal, you would thank Amy for reading that magazine." Howard chuckled. "But since issues about 'the big O' will do nothing to help your relationship..."

"The big O?" Sheldon raised a brow. "Is that a new term for oscillation?" Raj, Howard and Leonard looked at each other and burst into a fit of laughter, Sheldon looking at them in confusion. "What? What's so funny about oscillation?"

"Oh, please at your next lecture refer to oscillation as 'the big O'!" Leonard begged, smirking.

"Well, I do like to keep up with the times." Sheldon nodded. "Ah, the big O." He let out one of his strange, breathy laughs, in attempt to join in with the laughter coming from his three friends, which he still didn't quite understand.

After a few minutes they calmed down and returned to their food, still grinning at the idea, before Sheldon brought up his original point again.

"Amy was giggling about an article she read in Cosmopolitan about girls who have coitus-related dreams." Sheldon stated matter-of-factly.

Leonard almost spat his water out at this, suddenly remembering Penny drunkenly telling him about her dream about him. He had, somehow, completely forgotten about it. He smirked slightly to himself, impressed that he could do that to a woman.

"Bernie said something about that too, actually." Howard said with a frown. "I didn't know girls have those too, I've had so many, but never heard that girls have them... I'll have to ask Bernadette. Bet she has them about me after the stuff we did the other night..."

"Again, disturbed." Raj put yet another cucumber slice down.

Leonard's eyes widened slightly. Is that what they were laughing about the other day when we were having pizza? It sort of made sense and linked together, but he couldn't be sure. Penny had told him about it, she had told the girls to stop laughing about something, and she hadn't told him what they were giggling about, but Amy and Bernadette had been looking at him with amused - and slightly creepy - grins... Though, that doesn't seem like something Penny would tell anyone...

"Did she say why she was reading the article?" Leonard asked, hoping he didn't sound too curious on the subject.

"Probably for personal reasons. I wouldn't blame her if my unbelievable intelligence got her motor running." Sheldon said proudly.

"Ooh, so you think about Amy doing the dream-nasty?" Howard teased.

"No, it's just a conclusion I came to based on known facts." Sheldon pointed out.

Okay, I am getting nowhere with this... Leonard frowned, zoning out of the conversation his friends were having. As he knew he wasn't going to outright ask Amy or Bernadette about why they were laughing, and that they likely wouldn't tell him anyway, he settled on them probably giggling about something else. Though I won't rule out the dream.


"Penny, have you read the latest issue of Cosmopolitan magazine?"

"Do you guys just not say 'hi' anymore when you come over?" Penny stepped back to let Amy and Bernadette into her apartment, closing the door behind her. "And no, I haven't. Why?"

"There's an interesting bit about sex dreams." Bernadette giggled, taking a seat in the kitchen. "We thought you might make use of it."

"Ugh, are we still on that?" Penny moaned, dragging herself to the kitchen behind Amy. "It was bad enough you guys laughing about it the other day in front of Leonard. You know he asked me why you were laughing?"

"Did you tell him?" Amy's eyes widened with excitement as she sat down on the kitchen chair next to Bernadette.

"No!" Penny let out an exasperated sigh. "It's bad enough I told him the first time, I think I'll save myself the embarrassment of telling my ex-boyfriend that my best friends actually saw and heard me having... a dream!"

"Wait, what?" Bernadette slammed her hands onto the counter.

"Excuse me?" Amy's jaw dropped.

Crap. "Umm..."

"You told him the first time?"

"Uh..."

Amy quickly got up and walked around the counter and grabbed a bottle of wine and three glasses. She filled one up for Penny first, who took it eagerly and gulped half of it down in one go. Pouring some into the other two, she went back to her seat and each girl took a sip before Penny leant forwards on the counter, staring at her glass of wine.

"Come on, bestie, spill."

"Okay, I was... really drunk, but sadly not drunk enough to forget what had happened." Penny pouted her lips together for a moment. She could practically feel her friends breaths being held as they waited. "Somehow I ended up at Leonard's and... yeah. I told him that I had a naughty dream about him and, to make it all worse, I told him I had sex with myself and that it wasn't as good as it was with him."

As Penny took a gulp of wine with her eyebrows raised high, Amy spat her wine out in shock, spraying it on the counter in front of her.

"Interesting, I've never done that before." Amy looked at her glass curiously. "Must be the element of shock."

"I'm sorry, did you say you told him you..." Bernadette paused, looking at Penny in shock, before bursting into a fit of giggles, which prompted Amy to break out into laughter too.

"Oh my God, guys, look, can we please not talk about that!" Penny whined, stepping away from the counter to go sit on the couch. "I apologized to him and we're over it, okay, I don't need to remember it!"

"Sorry, sorry, sorry," Bernadette came over to sit next to her on the couch. "It's just... funny."

"Yeah, well, not for me."

"Oh, bestie, please don't be mad at us," Amy ran over to sit on the other side of Penny, frowning. "It's okay, we're in the same boat, making do and dreaming about men who have made themselves unattainable."

"Whoa, whoa, whoa. Leonard is not unattainable. I mean, he is, since he has a girlfriend, but I am not trying to attain him." Penny jumped off the couch, taking a sip of wine to gulp down the lie. "He's just the last guy I was with... apart from Zack, who doesn't really count because that was only one time and it wasn't even that good." She hoped her moment of hesitation hadn't been noticed by the girls and took another sip of wine. "That's not the same boat, Amy. Totally different boats. Got it?"

"You're right, I'm sorry, just please don't be mad at us."

"I'm not mad at you." Penny sighed, sitting back down on the couch. "I just don't want to talk about that anymore."

"That's okay." Bernadette gave a small nod. "Shall we put on a movie or something?"

"Yeah, sure." Penny shrugged. "I'm gonna need more wine though."

Amy and Bernadette gave each other a nervous look as Penny got up once more to bring over the open bottle, along with an unopened one.

"Oh, I can't really drink much tonight, I have to drive home." Bernadette gave her a small smile as she placed the bottles on the coffee table, before heading to her stack of DVDs.

"Yes, and I have a meeting in the morning, so I can't drink much either." Amy added, thanking whoever was in charge of organizing that meeting for giving her a reason without having to lie.

"That's okay, all the more wine for me!" Penny smiled. "Ooh, how about 'Love Actually'? Gotta love that film."


A/N - I wanted to put the film they decide to watch as 'Friends with Benefits' but that didn't come out till like two/three months after this fic & season is set! Glad you all enjoyed the last chapter, and that you found it funny, it's always risky writing comedy so thank you, really appreciated those comments! Sorry this took so long to update, I will do my best to update Monday as usual :)