Penny wasn't sure how it happened, but when she woke up the next day, things had changed. Sheldon was acting as if nothing had happened. She suspected Charlie had something to do with that, considering the large bruise on Sheldon's jaw. When she questioned both men about it, they gave the exact same answer. "A simple misunderstanding."

She didn't have too much time to worry about it, though. She had gotten the role for Petshop of Horrors and was busy preparing for that. Every evening Sheldon would be waiting for her outside the apartment. Sometimes he followed her in and would eat dinner or watch tv with her. Sometimes he would wait for her to change and then draw her up to his apartment for video games or dinner. Occasionally Leonard, Howard and Raj would join them. Bernadette and Amy joined them quite often, too.

Penny was a getting more and more confused by all this. Sheldon was himself. He was still arrogant at times, or condescending. But he was also friendly, and warm. He always sat beside her, often placing his arm across her shoulders, or holding her hand. But he never kissed her anymore. He never gave any indication he was attracted to her anymore. Even when it was just the two of them.

At first the girls teased that he was putting the moves on her, but soon everyone got used to the way he acted. He never gave anyone any reason to suspect he had any interest in Penny at all. Least of all Penny, herself.

As for Penny, with each passing week she was becoming more and more unhappy. She missed his kisses. She missed having him hold her. So, the day she drove them to the mall to look at suits for the upcoming wedding, she decided to ask him about the changes.

Sheldon stood in front of the full length mirror and grumbled. His mom had already sent him a list of acceptable colors, and types of suits. No plaid, not bright colors, and no superhero shirts underneath. Black, navy blue or gray only. And he had to wear a black bowtie. Penny reached up to smooth the lapel down and bit her lip nervously.

"Shel?"

"Hmm?" he asked, turning sideways to see how the jacket looked.

"Why don't you want me anymore?" she asked hesitantly. She blushed as his eyes caught hers in the mirror. "I'm just curious."

Sheldon turned and looked down into her blushing face. "I never said I don't want you, Penny," he replied calmly. "I do. I'm just not willing to settle for your conditions."

Penny turned away and shook her head. "I told you, that's all I have."

Sheldon nodded. " I know. It's just not enough for me. I want a woman who is proud to be with me. A woman who can commit to me fully. Since all you will give me is your friendship, I will take it. I will look elsewhere for love."

Penny felt sick inside. She closed her eyes tight against the sorrow and pain his words caused her. She dared not speak, afraid she would begin to cry. Or worse, beg. She just nodded her head and started to walk away.

"Penny?"

She paused and fought to control her expression. She looked back over her shoulder at him. He was watching her calmly. "You are my best friend. There is no woman in the world I trust or respect more than you. I would give anything if we could be together. I hope we both find love."

Penny turned and walked back over to the bench. Sheldon returned to the dressing room to take off the suit. The thought of Sheldon in love with someone was like acid in her stomach.

Penny was too quiet. It was starting to worry him. Sheldon glanced at her as she folded her laundry. Ever since they had gone shopping for suits she had been withdrawn. He was playing a risky game. He did everything he could, each and every day, to show her he cared about her. That he saw her as more than just a body. That he valued her for who she was. He gave her his friendship, hoping that she would come to realize that it wasn't enough. Instead she seemed to be accepting it. Now he had few options left to him. He could either keep to the plan, or he could completely turn around. He could pursue her aggressively. He wished he knew what to do.

Penny folded her jeans and turned to look at Sheldon. "So, I was thinking we could take the train down to Galveston, instead of driving," she said lightly. "It's a bit longer, but I know you love trains, and I won't be so tired from driving all that way. What do you think?"

Sheldon looked at her with a wide smile. "Can we?" he asked eagerly. "I would enjoy taking the train very much, Penny."

Penny nodded and laughed. "Just one thing," she said, looking hopeful. "I want to pick the train. I know how much you like to handle all travel arrangements, but I'd really love to take the Texas Eagle train. It takes three days. Are you okay with that?"

Sheldon nodded immediately. He had ridden that train before from Austin to Chicago with Meemaw and knew they had comfortable sleeper cabins. "Absolutely," he assured her. "I will make the arrangements tonight."

Penny moved over and hugged him briefly. "Thanks," she said before quickly moving away and picking up her basket. "I'm going to get going, sweetie. Early recording session in the morning."

Before he could object, she was gone. Sheldon sighed and turned back to his laundry. He needed Penny in his life. He just had to figure out how to convince her that she needed him, too.

Penny followed Sheldon across the platform with a grin. She really loved this train. She and Charlie had taken it a couple of years ago to spend Christmas with her dad. The sleeper train was comfortable, and the food was delicious. And the view! She still remembered sitting in the dining car and watching the countryside fly by. It had been breathtaking.

Sheldon led them through the cars excitedly. He wasn't sure how the next few minutes is going to go, but he was hopeful. There was a 23% chance she would be angry, and 68% that she would be willing to share, and a 9% chance she would be indifferent. He stopped in front of a door and turned to Penny. She was looking at the menu she snagged from the porter.

"Mine or yours?" she asked vaguely.

Sheldon opened the door and gestured her inside. He stepped in behind her and shut the door. "Penny, this is your cabin. When I made the reservations, there was only the one left. I should have told you sooner, but there was a chance that someone would cancel and we could have picked up another cabin at the last minute. I hope you are not upset."

She looked at him with surprise. "But where are you staying? Aren't you taking the train with me?"

Sheldon nodded. "Of course I am. I have booked a seat in the business class section."

Penny frowned worriedly. "Sheldon, those cars have no beds or privacy. You can't spend three days there!"

He shrugged and turned toward the door. "I have suffered worse travel arrangements. I will see you for dinner at 6pm." He opened the door and began to move down the hall. He had only gotten about 15 feet when he heard Penny call his name. Relief poured over him.

"Shel! Wait!" He turned to see Penny hurrying toward him. "Sheldon, look, there's no way you can stay in the business car. Stay with me, okay?"

Sheldon frowned slightly. "Penny, it is a small room. That would not be a good idea."

She shrugged. "Shel, we're adults. I seriously doubt we're unable to control ourselves. Look," she said with a sigh, "let's just get settled in, okay? We have a three day trip ahead of us and I don't want to waste any of it arguing about sex. We're friends only. I'm okay with that. I know what you want and you know I don't have it. So, let's just be friends and share the room. There's a bed for each of us."

Sheldon hid the disappointment he felt at her words and finally nodded. He followed her back to the cabin and set his suitcase beside hers. Penny settled on the forward facing bench and tucked her legs up underneath her. She braced her elbow on the window sill and leaned her chin on her palm. A smile spread across her face as she waited for the train to begin it's journey.

Sheldon watched the excitement in her eyes. He wished that look was for him. Sheldon sighed and leaned back on the bench. He had miscalculated. For all his intelligence, he had chosen the wrong path. Penny had accepted the situation. She was settling for friendship. He had lost the one chance he had at love, because there was no doubt in his mind that she was the only woman in the world he would ever love.

They were sitting in one of the lounges when the woman approached. Penny was looking through the newest script for the Petshop of Horrors and Sheldon was reading his latest issue of Flash.

"Hey," a soft voice sounded at his side. Sheldon looked up to see a pretty brunette looking over his shoulder. She glanced at him and smiled. "I love the Flash. Although Barry Allen is still the greatest Flash that ever lived."

Sheldon nodded in agreement. "I concur. Wally West has made a good hero, but Barry had the wisdom and experience Wally still sometimes lacks."

The brunette held out her hand. "I'm Alice."

Sheldon shook her hand briefly. "Dr. Sheldon Cooper."

Alice's eyes widened. "Doctor? Wow." She glanced at Penny who was watching them with a frown. "I hope I'm not interrupting anything."

Sheldon spared a glance at Penny and shook his head. "No. We are merely relaxing. This is my friend Penny Queen. We grew up together."

Alice grinned wider and licked her lips. "Well, if you're not busy would you like to maybe have dinner with me this evening? We could talk more about comics."

Sheldon looked at Penny who was looking down at her script again. He nodded finally, since Penny showed no interest in claiming his company for the evening meal. "That sounds pleasant, Alice. Shall we meet in the dining car at 6pm?"

Alice placed her hand on his shoulder lightly. "Well, actually I was thinking that we could maybe eat in my car. The dining car can get a bit noisy. It would be easier to talk if we had a bit of privacy."

Sheldon nodded calmly. "That sounds like a reasonable alternative. What time should I be there?"

Alice pulled out a pen and wrote her cabin number down on a napkin. "6pm sounds fine to me, Dr. Cooper," she said in a flirty voice. She tucked the napkin into his hand and sauntered off, her hips swaying enticingly. Sheldon watched her go, not because he was particularly interested, but because he was hesitant to look at Penny again.

He caught movement in his peripheral sight and turned to see Penny gathering her things. He stood quickly with a frown. "Penny? Are we leaving?"

She shook her head. "No, I am. I'm going to go take a nap before dinner."

Sheldon frowned more and watched her slip her purse over her shoulder. "Penny, are you upset that I made plans for dinner?"

She sighed and looked at him. "Sheldon, we're friends. You are free to have dinner with anyone you want." She looked down at her script and sighed. "Look, maybe it's not a good idea if we talk about this, okay? I don't need to know about your love life, and you don't need to know about mine. Let's keep it that way."

Sheldon watched her walk away with frustration. His carefully thought out plan to spend the trip getting closer to Penny was failing. He and Penny were still locked into a friendship only relationship.