It had been two weeks since my last encounter with Arizona. I think after everything that had happened in that on call room both the women thought cooling it for a while was a good idea.

I had a date with Penny tonight. We had decided to go to dinner to talk about where we stood. I wasn't looking forward to that conversation but it was something we had been delaying for a while now.

Arizona had Sofia for the night which usually meant I could go out and have a bit of fun. Maybe Meredith could get out of the house and the two of us could get up to mischief together.

I was just running around adding the finishing touches to myself when I heard a knock at the door. It was Penny. "Coming" I called as I grabbed my jacket glanced in the mirror very briefly and beelined for the door. I opened the door to a beautiful woman that I had come to adore over the past few months. Unfortunately having Arizona so closely around made going further with Penny too difficult.

"Wow" Penny said a big cheesy grin spreading across her lips, "You look beautiful" Penny said as she leant forward and kissed me on the cheek. "You ready to go?" she asked. I nodded and I took her hand and we walked down to the car.

I was under the impression that we were going out for a casual dinner but the place we pulled up outside was anything but casual. "What are we doing here?" I asked as a man came to open the door to the car. Penny gave him her keys and she ran around to my side of the car to open the door for me. I looked up at Penny with shock but like she instructed I took her hand and stepped out of the car. "How did you get us reservations here?" I asked curiously as I entwined my fingers with hers and we headed to the door.

"The guy that owns the place was in the ER the other day. Nothing serious, he just needed stitching up. Unfortunately, there were no doctors around so I stitched him up before I went to lunch. He was thankful so he said we could dine here on his dime" Penny explained to me.

She was no Arizona but she was definitely great.

We were seated immediately. A nice two seater table close to the window. A very very expensive bottle of wine was brought to our table and Penny and I were only too happy to break into it. "This is amazing Penny" I said as I sipped my wine my eyes glancing over the elaborate menu. "WOW, that is expensive" I said retaliating to one of the prices I saw on the menu. "Lucky its free then" she said with a light laughter while she too scanned the menu.

I looked up from my menu and I watched Penny as she mulled over what to order. I reached across the table and I took her hand. "Thank you so much. I needed this" I admitted.

Penny put her menu down and she leant over the table and pecked my lips. "You deserve it" she muttered before returning to her seat.

The rest of dinner went fantastically. The main course was amazing. I ordered duck and Penny ordered steak. We shared a desert and loved every minute of it. We polished off the bottle of wine between the two of us and best of all we didn't pay for any of it.

After dinner instead of going straight home we decided to take a stroll. Penny and I walked hand in hand down the street watching as people raced by. Seattle was beautiful at night time. We came across a small city park that was lit up. Penny lead me to a seat that was at the far end of the park and we just sat. I trailed my arm over her body and I held her close to me as we sat on the park bench. It wasn't winter yet but I could tell it was coming.

"Thanks for tonight" I said again as I rubbed Penny's arm in attempt to keep her warm.

Penny sighed, something was obviously on her mind. "What are we doing Callie?" Penny asked as she slowly pulled away from my arm and just looked at me. "We go out and we have so much fun but your mind always seems somewhere else" Penny admitted.

I bit down on my lip rather nervously. How was I meant to explain something to Penny that even I didn't understand?

"We do have so much fun." I agreed.

"Well why have you been so distant from me lately? I was your girlfriend. You let me meet your daughter then Arizona got custody and you freaked out. I know that, that scared you and I know me being in New York a lot makes this hard but I came back for you." Penny explained.

I ran my hand through my hair before closing my eyes briefly. This wasn't going to be easy. "I didn't ask you to do that" I said.

"You didn't have to Callie. I love you. I'd do anything for you. I'd do anything for your daughter. If that means staying in Seattle, then I am willing to do it. I just need to know there is something for me here."

I placed my hand on her thigh lightly and I hung my head. I was ashamed in myself for what I had done to Penny. I broke up with her at the airport, just as Arizona had done to me all those years ago. After two weeks of not talking Penny showed up at Callie's doorstep and said she would fight for me. A lot like Arizona had all those years ago. It was like déjà vu but this time with a woman that may never be able to escape Arizona's shadow.

"I care so much about you Penny. You are beautiful and kind and smart. You are everything I could ever want in a partner. You will make a great wife and an even better mother someday. I have no doubt in my mind about that" I started by saying.

"Are you breaking up with me?" Penny asked her voice slightly broken already.

"I don't think I can do this. I can't let you do this." I said.

"You're not asking me Callie. I decided I wanted to stay. I want to stay for you and for Sofia" she said tears now falling from her eyes.

"I'm in love with my ex-wife Penny! You'd have to be a blind man not to see that." I said a bit harshly.

Penny's tears kept flowing. It seemed everything I said made her cry more. Eventually Penny just left. I wanted to chase her and smooth things over but that was going to take time. Instead I just sat there.

It was the first time I had admitted to anybody, including myself that I loved Arizona. What was I supposed to do now? Arizona and I were barely talking, I had just broken Penny's heart and even though Arizona only referred to it as grab ass I was pretty sure she was sleeping with Kate.

I didn't much feel like going out now. In fact, the only thing I wanted to do was curl up into bed and sleep so I called a taxi, headed home and went straight to bed. Breaking up was exhausting.