Penny had wanted to be an actress since she was very young. Her parents watched tv quite often. She would see the way her parents were engrossed in the shows, and she knew that was what she wanted to do. Penny wanted to be noticed. Sure, boys noticed her, but they never wanted to get to know her. They only wanted her body, her sex.

Howard wanted Penny. He wanted to have sex with her, he wanted to take her on a date, he wanted a relationship with her. People assumed that Howard was just a slimeball because of his comments, but Penny knew there was more to him than that. Penny knew he could be sweet.

Penny first realised this when Howard and Bernadette had broke up, after she and Leonard had broke up. She had been over at Leonard and Sheldon's apartment. Sheldon made a comment about Penny's lack of education, and she ended up going back to her own apartment. Howard had followed her, and let himself in. 'It's nice, in a way, to know I'm not the only who gets mocked for a lack of education. Look, I'm sorry. Sheldon can be a douche. He doesn't understand that some people aren't interested in going to or staying at college, or that some people, for whatever reason, just can't do it. Just ignore him, ok?' Howard was genuine with his words. He hated seeing Penny upset. 'Howard, I'm not upset about what Sheldon said. Leonard always dumbed everything down for me, cause I wasn't 'educated'. Sheldon does it too, but he's Sheldon, and it doesn't come across as mean. Sheldon doesn't mean to come across like that. But it reminded me how much of an asshole Leonard is!' Penny had poured and drank a glass of wine while saying all of this. Howard noted that she looked tired, and frustrated. 'Hey, Leonard is not the be all and end all when it comes to men, you know. Not all of us are total pigs. But, if you need to talk, you have my number. I'm gonna go home, but I'll see you later, ok?' Penny had let him leave, knowing he was a true friend, and she didn't have many of those anymore.

It was a few months after she broke up with Leonard that Penny realised Howard was the main topic of her thoughts. She realised she didn't know much about him. When she thought about going on a date with Howard, she pushed the thought to the back of her mind. If he asks me, I'll say yes, she thought to herself.

Howard had thought about dating Penny plenty of times, but plucking up the courage to ask her out on a proper date was proving difficult, and he had no one to turn to for advice. So, instead, he invited her to the movies, as a friend, and decided to see how that went, first. 'I had a lot of fun, Howard. Thank you for taking me to dinner. You really took my mind off my boring little life!' She had laughed. She genuinely laughed, because she knew that this may as well have been a date. Howard had just smiled when she said this, wishing it could have been a date, so he had a viable excuse to get to know her better. And people think I'm a perve? Seriously! Penny had genuinely enjoyed Howard's company, and wondered what would happen next, had this been a real date. 'Penny, do you maybe wanna hang out again?' He looked very nervous, and couldn't meet Penny's eyes, instead, choosing to focus on the ground. 'Not, like, a date or anything, unless you want that, but just as friends?' He was shuffling now, from foot to foot, awaiting her answer. 'Could we make it a friendly date? Get to know each other better, as friends?' She couldn't help but laugh when he nodded vigorously.