Arrested, embarrassed and feeling very exposed, Sheldon confronts Penny only to learn one last surprise. She cared about him too. So, now what does he do?

Penny POV

She taped the last box shut and leaned back on her heels. Slowly she stood up, and stretched her body. Three days of almost non-stop packing had worn her out. Mrs. H had stopped by the day before and handed her a envelope. There was $10,000 inside. She had tried to give it back, saying it was too much, but Mrs. H had insisted.

"Penny, you have been a true joy to know. In my business, everyone is hard. They have a shell around them, an armor. But you? You are kind, generous and loving. I am actually glad you are out. I would have hated to see you grow your own shell. Start over, far away from this life. It's the kind that destroys." A quick hug and she was gone.

Penny walked into the kitchen. All that remained in the fridge was a couple bottles of water. She grabbed one and drank deep. Maybe it was his aftershave. Maybe a footstep. Or maybe she was just so tuned in to him that she sensed him. "Hello, Sheldon."

She turned to face him. He was standing in the middle of the room looking at the stack of boxes. His hands were clenched at his side.

"Leonard lied to me. I was at a fund raiser for the university. I was mad and had already had a couple of drinks. She walked over, and I was …I was just so jealous," he said softly. "I wanted her to be you. I was drunk enough that she was you."

Penny shook her head. "I don't believe you." He looked up, startled. Penny took a few steps toward him. "All the times you saw me, all the visits you made. You could have had me any one of those times. I have lived above you for almost a year. No, Sheldon. If a simple flight of stairs could keep you from touching me, a few drinks wouldn't have made a difference. You were mad. You wanted to get back at me. So, you took some bimbo from a party home and fucked her. You may have been drunk, you may even have pretended she was me. But you picked her up at that party knowing she wasn't."

Sheldon moved to her quickly. He didn't hesitate, but just grabbed her and kissed her. Almost immediately Penny was kissing him back. He knew right then he was lost. He loved her.

She pulled away, fighting his attempt to keep her close. Penny jerked back from his embrace and put some space between them. "No," she said huskily. "I'm not doing this. Go away, Sheldon. Please, just leave."

His stomach twisted. "Penny, please. Just give us a chance."

She shook her head furiously. "There is no us, Sheldon! This isn't Pretty Woman! There isn't a happily ever after here!"

Sheldon reached out, but she moved further away. "I love you," he said softly. "I didn't realize it at first. I was drawn to you from the beginning. I thought it was purely physical. I was wrong. I was too arrogant to see what you were doing for me. The way you always made me comfortable. The way you took special care to make me happy. Even the pain I caused you shows me how much you care for me. You wouldn't have cared one bit about that woman if you didn't love me at least a little."

Tears spilled down her cheeks. "I was just a whore, Sheldon. You were just a john. There is no future in that."

Sheldon shook his head. "You aren't just anything. I need you. Please don't go," he whispered.

"This isn't healthy, Sheldon." Penny hugged herself tightly. "Your whole life has been a deception. Hiding from your friends and family. Hiding from your own emotions. Lying to yourself about who you are and what you want. Can you tell me with complete honesty that you have no doubts? Could you introduce me to your colleagues and family without embarrassment?"

For a long time they just stared at each other. Finally Sheldon turned to leave. He paused in the doorway. "What will you do?"

Penny unwrapped her arms from around herself and shrugged. "Start over."

35 Years Later

Jennie's POV

He stood near the back, off to himself. No one noticed him except the little 9 year old girl clutching a Winnie the Pooh toy. She watched him curiously. He had gray hair and small round glasses. He was tall and thin like a scarecrow. He leaned heavily on a cane, his eyes on Granny's picture. He reminded her of the actor from that old movie Granny loved so much. The one about the guy no one could see but an angel. She could never understand why Granny loved it so much. She always cried every Christmas when she watched it.

Jennie had asked her once why she watched it if it made her sad. Granny had replied, "I had a friend once who Jimmy Stewart reminds me of, sweetie. A very dear friend who I cared for a lot."

After the service, the family stood by the doors and thanked everyone as they left. Jennie didn't see the tall man go by. She walked back toward the room where Granny's urn was displayed and peeked in. The tall man was standing in front of the table. As she watched he slowly reached out and traced his fingers over the photograph. She could barely hear him as he spoke sadly.

"Goodbye, Penny. I never forgot you. I never will."

She watched him move toward the side door, leaning heavily on the cane. She almost called out to him, curious if he was the dear friend Granny had mentioned, but she heard her mommy calling for her. By the time she was being tucked into bed, the little girl was too tired to think about him. By the next day, he was forgotten.

A/N It took a long time to find the right ending for this. When I first started this story, I knew I didn't want the fluffy, happy ending. But I wavered between the one you just read and one where they ran into each other many years later, both married with kids. In the end, I liked that they never met again. I hope you have enjoyed my little AU.