A/N: I don't own any of the Big Bang Theory characters and I am not making any money from writing this.

Please forgive any minor spelling or grammar mistakes, English is not my native language.

A guest reviewer suggested me writing Amy/Penny/Bernadette threesome fanfic so here it is! I apologize for taking me so long, I hope that it was worth the wait. This story takes place immediately after The 21-Second Excitation. You should watch the episode in order to understand the story better. I know that this isn't what happened after Amy went in Penny's room but whatever.

Amy closed the door behind and licked her dry lips, feeling herself shivering at the anticipation. She still wasn't sure about her decision, that was the only way to comfort Penny that she was good at-she did research, after all-and she desperately wanted to make her feel good, she was the coolest girl that she knew after all.

Penny was sitting on the bed, staring blankly at the wall.

"Penny?", Amy called, looking at her, concern evident in her eyes.

Penny turned facing Amy.

"Oh, hey, Amy. Look, I'm sorry I got so upset."

Before Penny realized it, Amy took off her eyeglasses and put them on the bedside table, then grabbed Penny's pants and slid them down to her ankles.

"I just, whoa, whoa, whoa, whoa, whoa, whoa, whoa, whoa, whoa! What are you doing?"

"Don't worry", Amy said, her eyes flewing all over Penny's long legs and her smooth skin. "I'll avoid the nether yea."

Amy didn't seem to pay attention at Penny's protests at all. She bit on Penny's panties and slid them down to Penny's ankles.

Penny's heart skipped a beat at the realization that Amy was undressing her. She wanted to obey at first, but she was taken aback by a sudden realization of how good it felt, even comforting somehow. It had been so long since she was with a man, let alone a woman... Her knees felt weak, jolts running down to her pussy.

Amy was taken aback by a sudden rush of excitement going down her back. But she just brushed it off and raised her head to look Penny in the eyes.

"I am planning to perform an oral sex on you, bestie. I just want to be sure that you're OK with that. Are you?"

"Yes...", Penny moaned as her clit hardened, pre cum rolling down her already flushed skin.

"Great", Amy smiled before burrying her face into Penny's crotch. Penny moaned at the feeling of Amy's warm breath tickling her pussy. Amy felt an ache between her legs as she pressed her tongue against Penny's pussy and slowly slid it up and then down, encouraged by Penny's pleasure-filled moans, savoring every drop of Penny's juices, enjoying in the delicious mixture of tastes that they provided to her and made her feel something she never felt before, except maybe while masturbating. She couldn't take the increasing heat between her legs and she took her skirt off, feeling her panties turning damp.

Penny couldn't believe what was happening to her, Amy started off clumsy at first but soon found a right way to play and every lick would make another rush of pleasure go through Penny's body and bring her closer to climaxing. And, as Amy slipped her tongue inside Penny's pussy, letting it slide up her moist walls before nipping her G-spot, Penny cried out Amy's name as she came, feeling pleasure ripping through every single muscle in her body as a pool of warm cum blew out of her. Amy swallowed all of it, slowly, savoring every drop, the amount of pleasure she was getting from the taste of Penny's juices making her body shake. But she managed to took control over herself, and she calmly raised her head to look Penny in the eyes again.

"Were you satisfied?", she asked.

"Yes", Penny whispered, lust clouding her eyes at the sight of Amy with her skirt off, her cotton panties damp, smell of both her and Penny's arousal filling the room.

But suddenly kicked into Penny's mind, and she felt dread seeping into her stomach as a sudden rush of shame made her blush.

"Amy, we shouldn't... we can't... I.. why did I allow you to do that?", she cried, covering her face with her hands. "Let's just forget about this. It was wrong."

Amy frowned at her. "Why?"

Penny widened her eyes, shocked by Amy's response. "Well... we are friends! And we never... I didn't plan..."

Amy glared at her. "No offense to you, bestie, but I think that you might be over-thinking this whole situation."

Penny raised her eyebrows at Amy. "Really?"

"Let me ask you: were you ever involved in a one night stand or a strictly sexual relationships, with no emotions attached?"

"Well... yes."

"Did it feel good?"

"Yes."

"There you go. This is exactly the same thing, only with a woman. Me."

Penny shrugged. "It isn't all that simple, Amy! It's not like I never have to see you again. We are friends. Sex ruins friendships."

"You are friends with Leonard, right?"

"Yes..."

"And you used to date and have sex with each other multiple times?"

"Yes, but only because me and Leonard worked it out doesn't mean that we will."

"I am sure that we will. After all, I have plenty od experience in ignoring my emotions, and I believe that you will do anything you can to keep this a secret."

Penny shrugged, surprised by the coherence of Amy's arguments. "Huh.. I guess that's true", she said, sliding her hands down her thighs.

"Also, I'm sorry for what I said about you and Leonard, Penny."

Penny smiled. "It's OK."

"Please don't take this the wrong way", Amy said before pressing her lips against Penny's. Before she understood what was going on, Penny was taken back by warmth and smoothness of Amy's lips, feeling that made shivers go down her throat and her clit throb. Amy desperately tried to slip her tongue in Penny's mouth, but Penny beat her to it, wrapping her own tongue aggressively around Amy's and pulling Amy's tongue in her mouth. Their tongues desperately battled for dominance as the exploring of each other's mouth provided an immense delight for both of them, new tastes and feelings making them ache. Amy slid her panties down: they felt too wet to wear. Penny moaned at the sight of Amy's bare pussy and slid her right index and middle finger into Amy. Amy moaned at the sudden penetration, pressing her lips harder against Penny's before sliding her right index and middle finger into Penny too, Penny shivering at the feeling as the feeling of Penny's hot moist walls against her fingers made Amy's G-spot pulse, pleasure that she was feeling increasing even more. Penny moved her lips away from Amy's in order to remove her T-shirt as Amy removed her sweater. Their lips met seconds afterward, sight of each other topless adding to a pleasure and passion.

"We... should lock the door... Bernadette", Amy moaned between the kisses, feeling Penny's walls tightening against her fingers. "Screw her", Penny moaned as she squeezed Amy's G-spot, Amy pushing further in the return. The image of Amy screwing Bernadette appeared in Penny's mind and she felt her pussy moisting even more, her clit heated and hard, creamed with cum.

And Bernadette? Bernadette already knew what was going on. Oh, she knew.

It took her a while, but eventually she was able to hear gasps and moans from Penny's room. She was trying to find all sorts of innocent explanations for that, but, she finally realized that, without a doubt, Amy and Penny were having sex in Penny's room.

After the initial shock, hundreds of questions started appearing in her mind. Why? How? But the most important questions was: what was she supposed to do now? If she decided to interrupt them, nothing good would come out of it. If she just left, they would probably realize that she found out what they did and they would both be upset. Even if she would later make up am excuse for leaving, Amy and Penny would still be suspicious, and she was terrible at lying.

So, Bernadette was just sitting on the couch, thinking... and listening. Listening...

It didn't awoke much reaction from her at first, except shock, probably. But soon, she started feeling it... she was getting turned on.

Although heterosexual, ever since the puberty Bernadette would occasionally met with the situation involving women that would get her turned on. That was one of that moment. She tried to deny it at first, but couldn't fight it: she was turned on.

Finally, she couldn't take it anymore. She slid her hand down her skirt, gasping at the feeling of dampness between her legs and sliding her panties down. She started rubbing at her pussy furiously, biting her lower lip hard, trying to suppress moans, every touch sending a rush of pleasure up to her neck, images of both Penny and Amy naked and licking each other all over popping up in her mind and making her clit throb against her fingers. It didn't last long before she came, yelling out Penny's name in a moment of weakness as cum dripped on her fingertips.

Almost a minute of panting and calming down after she realized that moans were still emerging from the room: Amy and Penny were still going on to it. Bernadette took out her cum stained fingers and looked at them, feeling herself getting turned on again. She licked her cum off her fingertips, every drop sending shivers down her throat. When she finished, an ache between her legs was almost unbearable and big drops of hot sweat covered her face and breasts. She thought about pleasuring herself again, but that wasn't enough for her. She sneaked toward the bedroom door and silently opened them. She gasped once she saw Amy and Penny French kissing while fingering each other in the same time, and then quickly put her hand over her mouth. Luckily, Amy and Penny were too busy and too loud to notice. Bernadette started rubbing herself again while watching them, just about when the two of them came close to climaxing.

"Oh,Penny!", Amy moaned against Penny's lips as Penny continued fingering her faster than ever. Amy felt her walls swelling and her clit pulsing just moment before she came, feeling the waves of orgasm washing over her as her cum stained Penny's warm fingers.

"Oooh...", Penny moaned against Amy's lips as Amy continued fingering her aggressively in an orgasmic ecstasy, and it didn't last long before she came too, her heart thundering against her chest as her juices rolled down Amy's fingers.

As Bernadette continued rubbing herself, still beside herself from the pleasure and arousal. Amy started sucking on Penny's cum stained fingers while Penny started sucking Amy's, both women enjoying in the taste of their own juices and texture of their fingers, pleasure and arousal brought out by the experience turning them on and preparing them for the next round. The soft was too much for Bernadette to bare and she came, feeling her muscles tensing in preparation moment before she came in a world-crashing orgasm, her swollen folds pulsing against her G-spot. She couldn't take it anymore and she let out a moan, and another one, and another one. It wasn't until she recovered from her orgasm and opened her eyes that she realized that she betrayed her presence. Amy and Penny were staring at her, eyes wide. Bernadette felt dread seeping into her stomach, her hand still pressed against her wet pussy. Lust sparkled in both Penny's Amy's eyes and they stood up and walked toward Bernadette, who stood there like frozen, staring at them eyes wide. They lead Bernadette toward the bed and before she knew it, she was lying down on the bed and Amy and Penny were trailing their kisses down her face and breasts. She wanted to resist, but it felt too good, too right. Penny removed Bernadette's skirt as Amy removed Bernadette's panties with her teeth. They trailed their kisses down to Bernadette's crotch, Bernadette gasping at the feeling of their warm breaths tickling her pussy, their lips almost touching it. Both Amy and Penny started licking Bernadette's pussy in the same time, their tongues desperately trying to explore every part of it. Taste of Bernadette's pussy was providing an immense amount of pleasure for both of them, their hunger for her juices almost uncontrollable. Bernadette was moaning from the top of her lungs, every lick sending a trail of warm pleasant shivers going down her back and stomach, increasing with every second while bringing her closer to an orgasm in the same time, feeling of two women eating her out in the same time bringing her the level of excitement and pleasure she never even dreamed off. Sometimes both Amy and Penny would lick on her clit in the same time, sometimes Amy would slip her tongue in and lick her G-spot while Penny would continue licking her pussy from outside like wild. And, when they both slipped their tongues inside of her and started licking her G-spot while pressing their warm lips against her clit in the same time, Bernadette came, feeling waves of pleasure washing over her whole body multiple times as warm cum dripped out of her. Amy and Penny rushed to swallow all of it, feeling their insides twisting at it's tender bittersweet taste and warmth and their arousal increasing even more at the taste and smell of Bernadette's arousal, her orgasmic moans and gasps making heat rushing up their back. They removed their bras, sight of each other's naked breasts adding to their arousal.

They allowed Bernadette, who took her eyeglasses off as well, to calm herself down for a few minutes before they started again. Both of them started playing with her blouse. Bernadette moaned, but didn't obey: she liked what Amy and Penny were doing. Soon, the blouse as off, giving Amy and Penny a clear view on Bernadette's breasts. Penny pressed a gentle kiss on Bernadette's stomach, making a pleasure rush up her body and gasp escape her lips, and trailed her kisses up to Bernadette's bra buckle before removing her bra with her teeth. Both Amy and Penny gasped at the sight of Bernadette's big breasts, now bare, in front of them, her erected nipples sticking up in the air. Penny wrapped her lips around Bernadette's right nipple and started sucking on it, moments before Amy started doing the same thing with Bernadette's right nipple. Bernadette moaned, feeling of wet heat spreading through both of her nipples and breasts providing her pleasures and feelings she never felt before, her folds moisting at the feeling. Realizing how Bernadette must feel, Amy decided to provide her some release by sliding two of her fingers in Bernadette's vagina. Bernadette moaned, feeling her walls tightening around Amy's fingers as warm jolts lingered in every single part of her body. Penny turned her attention to flesh around Bernadette's nipple too and started pressing her lips against it gently as she slid two fingers inside of Bernadette. Bernadette gasped, feeling shivers running through her body as two more fingers filled her warm wet hole, providing the most enjoyable simulation that she ever experienced, making pleasure rush through her body in sudden and quick waves of lust, warmth spreading through her thighs. Feeling a need to give something in return, Bernadette slid two fingers of her right hand inside Amy before sliding two fingers of her left hand inside Penny and started moving them in and out, fingering the two them as both of them continued fingering her in the same time, still sucking on her breasts.

Finally reaching the peak, Bernadette came, feeling pleasure washing over her as she cummed on both Amy's and Penny's fingers. Almost immediately after, Amy and Penny came too, pleasure rushing through their bodies as their juices rolled down Bernadette's warm fingers.

As soon as Bernadette recovered from her orgasm, Penny climbed on top of her and pressed her pussy against Bernadette's, as Amy's watched. Both women felt a rush of intense pleasure rushing through their bodies at the feeling of their warm wet womanhoods pressed together. Penny started rubbing her pussy up and down Bernadette's pussy, every rub increasing the pleasure and arousal that they both felt and sending a rush of heat down to their cores.

She climbed on top of Bernadette and positioned herself so she was sitting on Bernadette's face. Bernadette moaned upon smelling Amy's arousal, feeling. She started licking Amy's pussy, warmth of her pussy and taste of her juices only adding to her pleasure and make her go faster with every second. The sight turned Penny on even more and she started rubbing herself against Bernadette even stronger and faster, her fingers pressing harder against Bernadette's breasts, which was providing even more pleasure for both her and Bernadette, they felt pleasure and arousal in every part of their bodies and didn't want it to stop, ever, nothing felt that good.

And, followed by the most intense mixture of pleasure, arousal and list, Bernadette and Penny came simultaneously, their juices mixing as they cried out each other's names.

"Bernadetteeee!", Amy cried out as Bernadette, still overwhelmed by the last orgasm, slid her wet tongue deep in her pussy and started licking her swollen walls all over while nipping her G-spot every now and then. Soon enough, Amy came too, exploding into Bernadette's face as she felt an explosion of pleasure in her gut.

Aftterward, the girls landed down on the bed, feeling like all the energy had been drained out of them, whole room smelling of sweat and sex. It took them few minutes to get a hold of themselves due to exhaustion and arousal still present between the two of them.

"I think that I should sleep here tonight", Amy said, breathing heavily.

"Yes", Penny smiled as she slid her hand between Amy's legs, making her moan. "I think that's a good idea, Amy."

"I should probably sleep here too", Bernadette moaned, pressing her naked body against Amy's back, her crotch pressing against Amy's warm tushy, their legs intertwined.

"Isn't Howard going to ask where you are?", Amy asked, feeling a wetness pooling inside of her at the feeling of Bernadette's breasts pressed against her skin and her womanhood pressed against her tushy.

"No, I will just text him saying that I will have a sleepover at Penny. I did that few times before. He will be out late with boys anyway."

"Nice...", Amy moaned, her eyes closing in ecstasy as Penny flickered her clit with her fingers.

Girls slept at Penny's place that night. They never spoke about what happened again, but since then they would look forward to Girl's night even more than before and were perfectly fine with Amy being a part of it.