Just after Sheldon's 35th birthday, he decides to, as he explains, "bend to societal, parental and relationship pressures," and ask Amy to marry him.

He tells Penny first, purely out of convenience and maybe a little boredom, as Amy has yet to pick him up so they can embark on their monthly date night, and he needs to procure "an idea; something female approved in the way of sparkling beverages or fat-laden pastry, as the standards dictate," and wants Penny's advice on what would be good.

She's vaguely pissed, but at this point, what can she expect? Sheldon doesn't understand the subtlety of romance, or even how romantic proposals are supposed to play out. He works best off a script, which if fine—if you're trying a little. She places her palm on his shoulder, and to his credit, he no longer flinches at her touch.

"Sweetie, when did you decide this?"

"Amy has brought it up several times over the past two years, with increasing urgency. As you have pointed out, my mother would not be wholly accepting of a pregnancy out of wedlock and Amy, as it turns out, is interested in becoming a mother for reasons besides our chances of creating genius offspring. She's turning 32 this year, and after the age of 35, her fertility rate is likely to drop by—"

Penny rolls her eyes, secure in her knowledge that he won't notice or care even if he did. "Right. But when did you decide this?"

"Well, right before I asked you what might be an appropriate pastry on which to have "Will You Marry Me," written out on it," he says innocently. "I have been thinking about it, and with more frequency each time Amy brings up the subject."

"So you do want to marry her?" Penny poses softly. Sheldon looks at her, eyes clear, and nods.

"I find the idea to be not at all unpleasant. Amy is a good girlfriend and we've been together for nearly seven years. We have a life together that will transition with ease. Besides which," he says simple, "I love her."

Finally, Penny smiles. "Okay, then. She'll be thrilled. But can I make a couple of suggestions?"

"Well, that's why I asked you," Sheldon mutters irritably, and her smile becomes a grin.

"Do you have a ring yet?"

"No."

"It might be a good idea to buy the ring before you propose. It's not required, but it tends to be standard," she explains. "Also, it doesn't necessarily need to be smarmy. It should feel like something Amy will like, and feel like who you are. Will she like getting engaged? Yeah, totally, no matter how you do it. Can you make it more personalized than champagne and cake over dinner at the Cheesecake Factory? Of course you can."

"All right," Sheldon nods thoughtfully. "I'll bow to your experience. I'll meet you at the studio tomorrow afternoon. Please call me when you're done shooting and make sure to leave my name at the gate this time; being accused of "stalking a hot actress" is humiliating for a man of my stature."

Penny is alternately amused and confused. "Yeah, sorry about that. I did tell you that the guard asked me to apologize for that pat down, right?"

"Nevertheless," Sheldon says stiffly.

"All right, all right. Wait, why are you meeting me?"

"You're taking me ring shopping."

Penny opens her mouth silently and clicks it shut as Amy knocks on the door. "Fine, fine. I'll call you when I'm done," she mutters, and Sheldon goes to answer the door.

This is how she finds herself in a boutique jewelry store, sliding her eyes over brightly lit cases filled with sparkling gemstones. Out of deference to her celebrity, they've agreed to close the doors for an hour, to hopefully forestall an article coming out in the Globe about how she's about to leave Leonard for a tall and gangly man who has already proposed to her.

And really, if she leaves him, Sheldon won't be why, she thinks, and is immediately ashamed.

Things have just been so tense between them since her pregnancy, and she knows that so much of it is because of her. She can't let go or something, or maybe she's trying too hard to move on from it. Whatever it is, it creates a disharmony that hasn't been there in such a long time. Their wedding date has been postponed for over a year now—work is a good excuse-and she just can't bring herself to pick a new one.

But Leonard has been distant too, and she knows he's more devastated about the idea of never having natural children than he's let on. Sometimes, even when she's trying hard, he takes little nips at her, backhanded jokes that hurt her feelings, about her education, or intelligence, or even her current success. It seems like he doesn't trust her to make him happy anymore, and that distrust makes her feel like she can't.

She finds herself engaging in the same kind of behavior, much to her embarrassment. Talking about how cool her friends at work are, how tall a recurring character is, and pausing their dvr in the middle of a kissing scene with him so that she can 'critique' her work.

It's not all bad; sometimes, she's very happy with him, and she can feel how much he loves her in return. But it's never simple anymore, and it never feels content.

Sheldon repeats her name and she feels her cheeks color as she realizes she hasn't been paying any attention to his conversation with the salesman. "Sorry," she says, hurriedly tapping her fingernail against the glass as an excuse over a random twinkling pair of diamond earrings, each the size of a fat raisin. "I love these. I'll take them before I go."

The salesman smiles broadly. "Yes, miss."

She heads over to where the two of them are standing over a display of rings. "You and Amy share a ring size, correct?" Sheldon checks briefly. The salesman has already begun pulling out several rings and laying them on a small velvet blanket.

Penny hesitates. While it's true that she's loaned Amy jewelry from time to time when they go out, and that they share a ring size, and it's also true that Penny is really, really happy for her best friends, she's not sure what kind of line this will cross.

Because sometimes, when she's feeling lonely laying next to Leonard at night, or when an unflattering story has come out with quotes from her middle-school best friend, Penny reminds herself that there's more to the universe than this. She lets herself remember, just for a few, comforting moments, that somewhere out there, she loves someone who has swept her away with shocking heat and unexpected tenderness.

She's done well, over the last year and a half, to not dwell on it. It's good enough to know what she feels in her gut, what she feels to be true. It helps that Sheldon is the one who finally made her understand, and so she feels he knows it too, and that she's not alone in this universe; and maybe, not in many of them.

But trying on Amy's ring seems almost… disrespectful of the relationships she's sworn to herself that she would protect. Only, the salesman and Sheldon are now looking at her expectantly, and she's not sure how to say no.

"Do you really think that's a good idea," she finally offers, timidly.

"Yes," Sheldon says, looking puzzled. "How else am I going to accurately measure a ring against the size of Amy's finger and still present it to her as a surprise?"

"I just." Penny looks at him, seriously. "Sheldon, do you really think it's a good idea?"

His pupils flare; he gets it then, she sees. "Oh." He seems to be thinking of something for a long moment, hand resting lightly on the counter, eyes on her face. "…Yes. I'd like it if you could try these on, please."

His voice is quiet, deeper than usual, and measured, and yet it wraps her in a feeling of intimacy she's avoided for quite a while. Her hand flutters for a moment, near her stomach. Penny slowly slides her engagement ring off, and holds her left hand out to him.

Sheldon takes a deep breath, releases it. Briskly, he picks up her hand and slips on the first ring, and Penny stares at it thoughtfully. It's a square-shaped diamond solitaire, a little over a carat, set in a thick white-gold band. She glances at Sheldon.

"Um. I think the important thing is to find something you think she'll like."

Sheldon raises his eyebrows. "As Amy is fond of—to use your vernacular—'bling,' are you implying that this is too sedate for her tastes?"

"It's beautiful," Penny says tactfully, "but yeah. Whenever she wears jewelry, she really goes for stuff that stands out. I think we both know she's not as… tame as she seems sometimes."

A smile flickers around Sheldon's mouth at that and he picks up another, consisting of a round center ruby surrounded by tiny diamonds. He slides it on her finger and Penny considers for a moment. "This one isn't bad. I'm not sure if she likes rubies, but… It's a maybe, don't you think?"

She removes it and sets it aside as Sheldon plucks a third off the spread that has an oddly-shaped, maybe octagonal, center yellow diamond of about a carat, and is encircled with orange citrines in a wide yellow-gold setting. The citrines look like they're mini-starbursts, or sunrays maybe and as the ring slides over her knuckle, almost uncomfortably tight, Penny gets that swooping feeling again and she looks up into Sheldon's eyes.

He seems startled; his lips tremble momentarily as he continues to hold her hand gently, like it's a wounded bird and

(She feels strangely shy, which is weird because sex with him has always been so astounding, even from the start. Their chemistry was off the charts from their first time, but for some reason, tonight…

Sheldon slides the straps of her white negligee off her shoulders and leans into her, exhaling near her ear. His breath is warm, and it adds a shiver to her skin, making her feel nicely symmetrical, shivering inside and out.

"I love this," he murmurs, running a hand down the satin, brushing his fingers over the curve of her bottom before lightly cupping it. She feels his erection twitch against her, through the material, and she smiles.

"I know we're not very traditional," she says, and is pleased when he chuckles.

"The waiting is probably the first traditional thing we've done," he acknowledges.

"I wanted it to be special. And it wasn't really that long, two months."

"It seemed long to me," he protests quietly.

Penny's hand finds him, circles him, squeezing him lightly. He doesn't bother to muffle a soft groan.

"It seems longer to me now," she says with a wicked little giggle.

Sheldon purses his lips at her in that way that he does when he disapproves of something, but she knows it's all for show. He feels hot in her hand and she slides the negligee down past her breasts, off her hips, letting it pool around her feet elegantly before stepping out of it. She'd loved it when she bought it, so pretty, so right for a wedding night, and now all she wants is nothing between them.

They lay on the bed together and she melts against him as he kisses her, warm and wet and long. His hands skim over her breasts, palming her nipples until they ache, before sliding down to the apex at her thighs, rubbing her clitoris gently/roughly the way she likes with his knuckle as he slides one long finger into her, and then two.

Penny whimpers, breathless. Her hand works slowly up and down the length of him, and she feels satisfied as she strokes her thumb over the swollen tip and feels moisture there. She looks down, sees her hand moving over him and gets a thrill as she sees the yellow diamond glimmer dully as it catches candlelight. Sheldon picks up the movement of his hand, deepening his kisses and Penny arches against him, almost panicked with desire as her release approaches.

"I need you now," she whispers. "Please."

"Yes," Sheldon mumbles and she loves times like this, who knew, when he's so overcome with lust that he loses all words. "Yes."

She opens her legs wider and Sheldon arranges himself between them, reaching down to place himself against her opening.

It's been a while; there's a delicious sense of stretching, an ache. But he fits perfectly, he always has. He holds himself still for a moment upon entering her, and she moves restlessly against him, putting the soles of her feet on the backs of his thighs.

Sheldon props himself on his elbows, arms close to her face, and brushes her hair back to make sure she's paying attention. It's difficult; he feels so good, and it's been so long, but she gamely takes a breath and meets his eyes, focusing on his face.

"Penny," he says. "I love)

suddenly the air in the room is charged with tension, not Sheldon's normal tension; perhaps of another kind, that Amy has only previously seen. They're standing too close together and it seems like only seconds (a lifetime) has passed, but how did they drift so near to one another that she can smell his soap?

His eyes are intense, he's swallowing convulsively and breathing a little faster too. Penny takes stock of herself; she feels a flush on her neck and face, her heart is hammering and she can feel her pulse throb between her legs. A delicate glance down between them tells her that she's not the only one affected by what just happened, but it also seems to break the spell that was holding them frozen.

He releases her and steps away and she looks, sideways, at the salesman. He's stepped back, away from the counter, and seems flummoxed at whatever that was he silently witnessed. Her face flames hotter and she wrenches the ring off her finger, quickly placing it on the counter and pushing it away from her.

"I—I—" she stammers, and then gulps in more air, "I don't think that one's her."

Sheldon glances up; his face is strangely grim. "No. It wasn't Amy."

"Any of these are good," Penny says, desperate now to get away. "I think she'll like the ruby. Or the first one. Or, look, that one is actually really good!" she says, pointing to a ring that has three larger diamonds set in a row, with smaller baguettes leading away from the center.

The salesman (John, she finally notices) seems unsure of how to proceed. "Should I ring that one up then, sir?"

"I need to think about it," Sheldon clips out, almost angrily, and Penny spares him an alarmed look.

"Miss? What about your earrings?"

"Yes, yes. Go ahead and ring those up," she says hurriedly, and he seems relieved.

A few minutes later, they're out on the street again in the burning sun. As they're about to get into her car, she stops and looks at him over the top of it.

"Sheldon?"

He sighs and glances at her warily. "Not now, Penny."

So she shuts up and drives him home.

#

The end comes slowly with Leonard, and far too quick.

Penny would like to blame it on Sheldon, like to blame it on the fact that it's been almost two months since she took him ring shopping, and still hasn't heard anything about an engagement, but she can't. If that's part of it, it's a small part because if Penny is anything, it's stubborn, and loyal. She made up the decision to marry Leonard, and it's harder to quit than she thought—and she never thought it would be easy.

It's a million different things, like how she always thought that if she got famous, she'd be a press-hog, but it turns out she's the semi-reclusive type, and Leonard loves introducing her as his fiancée in a way it never seemed he did before she was a well-known television actress.

It's not like she can't understand that; there's a certain prestige that comes with being a well-known actress on a well-watched show that doesn't come with occasionally getting to serve someone kinda famous a slice of cheesecake.

But it still manages to hurt her feelings, even though part of her suspects she's looking for more reasons to be unhappy; as if the little things she's accumulated aren't enough of a reason to back away.

Their fighting has gotten tired, and vaguely mean. She hates the echoes of his mother she can hear in his voice when he gets pompous on her, hates how she feels like a spoiled teenager when she's mad, although she makes a concentrated effort not to act like one.

Leonard has changed into someone she knows and doesn't know; there are all of these new angles to him

(Positive, negative, identifying… She remembers some math and science, just maybe not a lot, and it seems like that's one of the things he needs now that she's not the shiny happy Penny she used to be.)

that she doesn't recognize and she wants so badly to understand him the way she used to, to be a part of him the way she used to; for them to be an us the way they used to that it breaks her heart more than a little.

But she's changed into someone new too, she admits to herself with reluctance. She knows she brings something to the group, but is no longer sure of what; she's gotten a little less optimistic, a little less bubbly. Her jokes have taken on a sharp-edged sort of humor and she sometimes she has to work hard at not allowing it to become cutting. Her seriousness is visible in around the eyes, in the gestures of her hands and the tension with which she holds her neck.

She trusts herself more, and has acclimatized herself to heartbreak; has learned how to walk through that minefield with only a few missing limbs to show for it. It's part of growing up, she reasons sadly, when she lets herself think about it at all, especially after experiencing some of the things she has. Sometimes she misses her general lightness of being, but mostly she just knows that you can never go back, and she's content with who she's turned into. She still loves her friends, loves her life… she's just—altered herself. And that's okay. Or it should be.

The ironic thing is, she feels like it might be okay with Leonard—maybe not right away, but eventually—if one night he climbed into bed next to her, wrapped her up close, and said he was sorry. Or if she said she was sorry. Or if either of them just stopped feeling the goddamned need to apologize so often that it made them both furious.

But he isn't, and she can't and so, after another fight about nothing, really, where Leonard is mad because she's working late again and she turns it around to accuse him of thinking his career is more important than hers, and Leonard has stalked off, slamming the door to the bedroom, Penny finds herself sitting motionless on the couch, trying to control her heart, which feels like it's about to explode.

She feels like crying, but won't let herself, so instead she takes a couple of deep breaths and clutches the cushion beneath her with tight fingers as she works it out in her mind.

She loves him. And it's going to be okay, she knows, even though it hurts like this. Because somewhere out there, she still loves him like she used to; some Penny is crazy in love with Leonard, and they make love and argue like grownups and cuddle in bed and make plans and laugh (oh, God, she misses laughing with him), and other Penny's are probably even more nuts about him, other Penny's are smarter or more dedicated or not as torn or cynical. Somewhere out there, Leonard is happy, and Penny has made him happy, or someone else has.

She sighs heavily, bites her lip, and slides her ring off with shaking hands. Her heart is still pounding and her head is starting to ache from holding back tears, but she walks over to their bedroom and opens the door to find him sitting, stiff and angry, on their bed.

Penny sits down next to him.

"I never wanted it to be like this between us," she says softly, and he twitches his head in her direction. She wants to just get it out, be done with it, so it will be over and she can stop trying to figure out how to get through these words that hurt so much. "I'm not making you happy, and I'm not happy, and maybe it's because of the baby or maybe it's because there will never be a baby, or maybe we've just grown apart in the way that makes it impossible for us to grow together again as a couple, but I hate missing you, all the time, when you're right in front of me. You've been my best friend for so long that I haven't done this because I'm afraid of losing you.

"But we're losing each other anyway. I don't know what your issues with me are except for the ones I'm making up in my head, but it doesn't really matter anymore. I'd rather stop now than stop when we hate each other. God, Leonard, I don't ever want to hate you. And I think it would make me want to die if you hated me. So, here."

She puts the ring in his hand and folds his fingers over it, and finally, finally, he looks up at her, his sweet brown eyes liquid with pain.

"I don't want to lose you, either," he whispers unsteadily. "This is so fucked up. Why can't we just-?"

"Because we can't," Penny says. "Because we tried, and it doesn't work. Maybe if things had been different—but I guess they were, somewhere…"

Leonard is nodding in time with her words. "I wanted to help you stop hurting, and then it seemed like I was what was hurting you, and then it all got so big and now… Now it's over, isn't it?"

"Yes," she says simply. "Now we stay away from each other for a little while, and then try, really try to see if we can be in each other's lives again. Because I'm always going to need you. Just not in the way you need someone you're going to marry."

Leonard leans sideways, pressing his shoulder to hers, and she feels her breath leave her like a weight, like a heavy burden she's been carrying. She leans against him for a count of ten and then stands up.

Leonard sits quietly, clutching the ring, while she packs a couple of bags. "I'll stay at the Four Seasons until I can find a new place," she says.

His head bobs. "Okay. Call me when you're ready."

"You, too."

Penny turns to leave and stops as she hears him stand up behind her. "Penny."

"Yeah?"

"I've been waiting for us not to work out for a long time. Probably since the beginning. So it's not you. I mean, this is my fault, too, a lot of it. But, I mean. I want you to know. I've loved you so much."

Penny chokes on a small sob and walks over to hug him. It's tight, and awkward with her bags, and more sad than she can remember a hug being that didn't involve death

(even though this one does, in a way…)

and after a moment, she pulls back. "I've loved you too. Everywhere."

#

Penny has settled into her suite (if falling face down on the plush comforter of the king-sized bed and groaning into the mattress can constitute as settling) when her cell phone starts buzzing. She ignores it for a good twenty minutes until the fifth buzz before wearing pulling it out of her pocket.

Text messages, from Amy, all with increasing urgency.

I tried you at your apartment and Leonard said you were going to the Four Seasons. Call me when you get this.

I'm on my way to the Four Seasons.

I need to talk to you about something. Call me when you get this.

Are you okay? Please call me when you get this.

I'm in the lobby of the Four Seasons, but they won't tell me your room number. Can you please call me with it?

Briefly, Penny entertains the idea of pretending that she'd shut off her phone for the night and just waiting until Amy goes home, but for all she knows, Amy will wait all night out of concern, so Penny texts her suite number and waits.

A few minutes later Amy knocks on the door and Penny heaves herself off the bed, kicking off her shoes as she goes to answer it.

Amy stands in the hallway, her face stark, and Penny pauses, confused, before opening the door to allow Amy access.

"I'm really okay. Or, you know, I will be eventually. You didn't have to come all the way down here."

Amy looks at her strangely. "I needed to talk to you."

"Oh." Penny is stumped. "This isn't about how Leonard and I broke up?"

"You and Leonard broke up?"

"Um, yeah. Tonight. That's why I'm here. He didn't say?"

"No. I assumed you came to stay here for some reason regarding early morning shoots and traffic."

Penny starts to feel uneasy, and she silently ushers Amy over to the sofa; sits down next to her. "Okay… What's going on, then?"

Amy laughs like cut glass and Penny winces. Amy has been a lot of things in the history of their friendship; stoic, strange, inappropriate, loyal, innocent, oddly wise. But Penny has never heard that jagged tone in her voice before, and now she's really worried.

"Sheldon broke up with me tonight," Amy finally says baldly, after her laughter has wound down. "So I suppose we have yet more in common."

Penny is appalled; for a second she wonders if he found out she broke up with Leonard and breaking up with Amy was his response. She's immediately irritated with herself because she knows each of them too well, and that kind of thinking gives no credit to anyone involved. Sheldon, though he pretends not to be, is deeper than that, and he genuinely cares about Amy—she wasn't someone he was just waiting around with for Penny to be free.

Still, she can't wrap her mind around it, both of them ending their relationships on the same night and being unaware of the other.

She takes a deep breath and grips Amy's hand tightly. "Okay. What happened? What kind of reason did he give?"

"He said that he wanted us to return to our former paradigm and that our intimacy was too distracting for him at this time, as he's gotten off track in his work toward winning the Nobel Prize."

"What a dick thing to say," Penny mutters.

"No, no," Amy says, shaking her head roughly. "I understand that part, at least. He has been very dutiful about fulfilling his part of the relationship agreement, and I can even see how his involvement on such an intimate and personal level can distract him from his work. I do tend to call him frequently at the office, and especially when he's working late, which can pull him out of whatever he's doing… But I offered to stop doing that."

"And what did he say?"

"He told me that he needs to focus solely on his work for the time being and when I asked him how long a break he wanted to take from us, he said indefinite because though he loved me—" here Amy's voice breaks, and her eyes fill with tears—"which is the first time he's really said that, he couldn't give me the things I wanted."

"But you want him," Penny points out, bewildered at this turn of events, unsure what to say to make things better.

"That's what I said. He pointed out that I have mentioned marriage, and children, and discussed our future at length, and he is not going to be ready for that for a long time and that he wants me to be with someone whose attention won't be so split, someone who wants to and can devote all of themselves to me, because that's what I deserve."

"That is what you deserve," Penny says softly, squeezing Amy's hand tighter.

"Yes, I know that. Ironically, it was Sheldon who gave me any sense that I might thrive in a relationship setting. And I do understand that if I am able to handle his quirks, my patience for your more standard brilliant scientist will be off the charts," Amy says, logical to the bone. "And, he was trying so hard to be gentle with me, it was impossible not to take his intent seriously. As you know, Sheldon rarely bothers with conversational tenderness, so it's hard to disregard."

(Again, that flicker, that little glow of warmth that Penny pushes away immediately because it feels so good and because she must. But, tenderness. She knows how hard it can be for him, and also knows how he can excel at it like at anything he decides to do right..)

"So… What does this mean?"

"Well, he said that our group paradigm has become just as distracting, so he'll be distancing himself from everyone as he follows his research. Obviously, he'll still see Raj and Leonard at work, but now that he has his own apartment, he sees no reason to socialize further. And he said that he doesn't want me to wait for him to be done; that I should try to find someone who can give me everything that Sheldon can't," Amy adds, sounding perplexed and sad.

"Are you okay?"

"No," Amy says, "But to borrow your overly-hopeful declaration, I will be. I just…"

"What?"

"I thought he loved me."

"He did," Penny says quietly. "He even…" She hesitates here, suddenly positive she should never tell Amy about Sheldon's almost-proposal. "He even told me so, once."

Amy's eyes are red-rimmed. "Can I stay here with you tonight?"

"Sure." Penny pats her hand and heads over to the mini-bar. "Let's get smashed like we used to. Or, at least like I did. Old-fashioned slumber party."

"Cookie-dough and lesbianism?"

"Movies and alcohol," Penny corrects. "…And maybe some cookie dough, later."

"Thank you, Penny."

"You're welcome, sweetie."

#

The following morning, after Amy has gone off to work, Penny picks up her cell phone. Without letting herself debate for too long, she hits speed dial 3.

Sheldon picks up on the second ring. "Dr. Sheldon Cooper."

"Sheldon!"

He pauses. "I gather from that irate tone in your voice that Amy has told you of our separation."

"I thought you were going to marry her!" Penny says agitatedly.

"I was. However, I gave her several irrefutable reasons why that would not be wise in the foreseeable future," he explains calmly. "Amy will eventually benefit from this new arrangement and although I will miss her, I really do need to focus on my work. I am not where I thought I would be in this stage of my career, so some things need to change. I will also be distancing myself from the majority of group activities outside of work for the foreseeable future."

"Sheldon…"

"Yes?"

Penny wants to tell him about Leonard; wants to ask if she can see him, wants to get his take on what has happened between them last night, so far apart an yet experiencing the same thing. She wants to be inside his head for just a minute, even though she knows she would understand absolutely nothing she saw there.

"I hope you're doing the right thing for you guys," she says instead.

"I do believe I am." He pauses. "Amy deserves someone far better able to keep his attention rooted on her."

Penny sucks in a painful breath; her eyes prick. "Okay. Um, call me if you need anything, okay?"

"Thank you, although I highly doubt I will need to. But I do appreciate the offer."

They say their goodbyes and Penny spends a minute staring at her phone as though it will offer her some of the answers she so desperately wants. After a minute she drops it on the nightstand and starts getting ready for her day with an odd feeling, like something coming undone.

Later, she will often wish that she knew then that she would only rarely see Sheldon again for the next three years.