A/N: Finally weekend after working twelve consecutive days, with some pretty long days. Needless to say, I didn't write much the past two weeks. So, no Movie Repercussion or Vacation Initialization (both will get a fourth chapter), but a new story instead. Just because I couldn't ignore the idea. Warning: Warning: there's some violence in this one, hence the M rating. More notes at the end.

Don't own it, don't make money. All toys were returned to their box.

Leonard was in pain, but through it all, his only concern was for Penny. "Please, I told you. I don't know." He cried out when he was hit again, pretty much the same spot where they'd hit him quite a few times before.

"Never thought an egghead would be so hard to break," the man that Leonard had quickly deduced to be in charge of the group that had brought the two of them to his brand new office. "I guess we have to change plans."

Leonard felt fear gripping his heart when he saw the look the man threw over his shoulders to where Penny was tied to a chair. The fear only grew when the other men seemed to really take a liking to where this was going. "No! Don't hurt her, please!"

"Then tell me what I want to know," the man yelled.

"I can't tell you what I don't know," Leonard answered. He flinched when he suddenly found a blade in front of his face.

"Now, I can't hurt you too much, at least not before I have the information. But your girlfriend, that's a completely different story. I can do to her whatever the hell I want." He turned around and walked over toward Penny. "Let's start by getting her out of that dress."

Leonard strained against the ropes that were holding him in the chair, trying desperately to break free of the bonds and save his girlfriend. But the ropes were too strong to break; all it did was slice into him, but he wouldn't give up, couldn't let them do this to her. He shouldn't have asked her to accompany him to this fundraiser party.

The leader laughed at his struggle to get free. "Make sure he watches as I show his girl a good time." He turned back to Penny, and Leonard found his head held in a fixed position, directed straight at Penny. "You sure are pretty. I have to say, Dr. Hofstadter," the leader said, glancing briefly back toward Leonard. "I'm impressed you managed to hook up with her."

Leonard watched in horror as the man started to move one hand across Penny's body. He wish he could say something to stop this, but he didn't have the information they were looking for. "Please, don't," he pleaded again, his voice more of a whisper than anything else. "I really don't have the information you want. Please, let her go."

The man turned back, grinning broadly. "Right now, I don't even care if you do have the intel I need. I'm gonna have myself some fun with your..." He let out a grunt.

Penny had been waiting for their attention to be diverted. With the leader focusing on Leonard and his two henchmen grinning at each other, she hit the leader in his kidneys hard, her other hand immediately grabbing the knife he had been holding.

A second later the knife landed in the neck of the henchman standing closest to Leonard. She jumped up, bending over forward to stand on her hands, lifting the chair that was still tied to her legs up, then smashed it into the second henchman. She quickly untied her legs and readied herself, knowing the leader was probably getting up again. "Don't know about you, Sweetie, but I definitely had some fun."

He charged her, a sign he wasn't really trained at this at all. She easily evaded his attack, placing her own as he came beside her, her leg hitting him in the abdomen hard, as her right hand hit his neck hard enough that she knew he'd black-out for a few seconds. Not wanting him to get up that soon, she drop kicked him, hearing the sound of one or two vertebrae fracturing.

She finally looked around to see if all the bad guys were out of play and gave a satisfied nod. "Just like riding a bike." She then quickly walked over to Leonard, untying his wrists and ankles. "Are you okay? I'm so sorry, but I couldn't do anything until at least two of them were close to me."

Leonard was looking around completely stunned but finally focused on her. "What just happened?"

Penny shrugged, walking back to the two unconscious men, tying both of them up to make sure they'd stay put. "I took out some of the bad guys." She walked back to Leonard, crouching down in front of him, grasping his hands in hers. "Do you have some spare clothes? Like sweatpants and a t-shirt?"

He looked down at himself, as if trying to determine if he needed clean clothes that badly. "Uhm, yeah. Why?"

"Because as fabulous as I look in this dress, it's not very practical in the current situation. So, can we get to them easily?"

Leonard was looking around again, his eyes landing on the henchman closest to him, who was now lying lifelessly on the floor.

"Sweetie, don't look at him. Where are your spare clothes, Leonard?"

He pointed behind her at the door at the back. "In there. It's a storage room."

Penny gave a nod, helped him out of the chair and then took him with her as she made her way to the storage room at the back. She quickly changed into the sweatpants and t-shirt she found. Luckily she had decided not to wear high heels tonight, the flat shoes a clear benefit in this situation.

"Is that what you meant with the remarks about going all Nebraska on someone?"

Penny shook her head. "No, this was going all Langley on them." She waited until Leonard's mind caught up to her words. "I was a CIA agent before I moved out here."

"Before you moved out here? You were eighteen when you moved here!"

"Leonard, Sweetie, keep your voice down. We don't want to attract attention from the other baddies. But, yes, I was eighteen when I moved here. I enrolled into the Agent Development Program when I was ten and got my first mission at fifteen, so I was only really active for three years."

"And your parents let you do this?"

"Well, they don't really know. I mean, the Agent Development Program used summer camps as a front to train young agents like me." She looked around the office in search of something she could use later. She knew she had the knife, but she needed something for a backup. "Nobody was supposed to know. Besides, most of us thought it was just fun and games until one of the older kids was actually given a mission and succeeded. That's when all of us began to train even harder, knowing that at some point you might be asked for a mission."

She was a little disappointed to not find anything useful and retrieved the knife from the still unconscious henchman who'd gotten a chair in his face. She then turned to Leonard, wrapped her arms around him and kissed him. "Sweetie, I promise I'll tell you everything later, but right now I have to get you out of here and save a bunch of other people." She sighed. "I'd kill for a gun, though."

Leonard pressed himself against the wall as Penny indicated him to do so, looking on in awe as she seemed to have slipped back into the well-trained secret agent she apparently had been. She glanced at him, placing a finger against her lips to tell him to keep quiet, winking and smiling at him before she quickly moved around the corner.

Leonard heard the tell tale signs of someone crashing into something and another one being hit. Only ten seconds later Penny walked back to him, a handgun in her hand. "That's two more," she whispered. "There's still seven of them walking around. Stay close, Baby, and try not to make any sounds when we move."

Leonard swallowed and nodded, suddenly the realization of being in danger coming back. He followed her around the corner, to the corridor where she'd taken out two more bad guys. His eyes flitted over the scene, noticing that both men seemed to be dead, one having a knife stuck in his chest, the other having a long gash across his throat.

"We don't have time to capture and secure them, Leonard. I can't have them running loose, because they'll alert the others."

Leonard looked at her and nodded, again swallowing. Penny had now killed three of their captors, out of the five she had confronted. He'd never thought her capable of killing someone. "Have you killed before," he asked.

"Yeah, but they were all bad," Penny answered. "Keep quiet, Leonard. I need to listen for the others."

Leonard gave a nod and stayed close to Penny, trying to make as little sound as possible. He was still having trouble wrapping his head around the fact that his girlfriend was a former secret agent and, from what he'd seen, a good one at that. He wondered why she wasn't an agent anymore. Had she been forced to quit, or had it been her own decision and, if so, why had she decided to quit? All questions that could wait until they were alone and not in imminent danger of running into the bad guys.

Penny paused as they neared another corner, her head slightly tilted to the side as she focused on sounds he couldn't hear. Leonard was standing a few feet behind her and yelped in surprise when she suddenly turned around and threw the knife in his direction. It sailed right past him and he heard a gurgling sound coming from right behind him. When he turned around he saw one of the men he recognised crashing the party earlier, the knife still sticking out the side of his neck.

Before he could react, Penny had yanked the knife out of the man's neck, just in time to take out the guy that had been right around the corner. The next guy she took out with a swift kick to the knee, the sound of bones fracturing very audible.

Penny retrieved the knife from the second guy lying in the corridor. She knew there were still four guys left, of which she could expect at least one or two still roaming the hallways; they'd need at least two in the auditorium to keep the other guests in check.

After walking a few feet she paused, hearing another set of footsteps coming in their direction. She held out a hand to Leonard, asking him silently to stay where he was. There wasn't enough time for both of them to go back around the corner, at least not without Leonard going into an asthma attack. She had to face him right in front of Leonard, in this hallway.

She walked quietly toward the approaching man, glancing backwards to make sure Leonard remained in his spot. She broke out into a sprint as soon as she saw him round the corner, giving him as little time as possible to prepare himself. She immediately knew this guy did have some training as he threw his knife at her as soon as he saw her. She snatched it out of the air as she jumped up, her fist at the ready to hit him on her way down.

But this guy knew how to defend against this attack and she found her wrist locked tightly in his hand. But she still had some momentum and she leveraged that to bring him out of balance, before letting her body drop down with her feet pushing up into his abdomen. He was lifted up from the floor, releasing the grip on her wrist enough that she could free it, and she used all her strength to flip him over her own body. He landed with his head into the wall, but Penny was already up on her feet, walking over and giving him a swift, vicious kick against the side of his head. He'd be unconscious for a while, and was probably going to have a severe concussion.

She then motioned for Leonard to follow her as she continued on to the auditorium, which she knew wasn't far. It took them almost two minutes, their progress slow as Penny frequently paused to listen or peek round the corners, but they finally arrived at the corridor leading to the auditorium.

Penny peeked briefly around the corner and cursed quietly. There was one man guarding the entrance, but it was too far to get to him without giving him a chance to defend himself. Even the knife wasn't an option from this distance. She had to lure him to their location, but how? An idea popped in her head and she turned toward Leonard.

She whispered in his ear to stay put, that she'd be back in a minute. She kissed him briefly, then took off in the direction they'd come from. It took her only a few seconds to find the last guy she'd taken out. In one fluent motion she lifted him over her shoulder, after making sure he was still out, then made her way back to where Leonard was waiting for her.

She walked past Leonard, winking at him in an attempt to keep him calm and not too worry about her. She brought they guy down, setting him on his feet; he had just started to come to, and Penny took advantage of that. She pushed him hard so he'd walk into the corridor where his pal could see him.

Disoriented, the man lurched into the corridor, then fell down to the floor, the best face plant Penny had ever seen. She readied herself, as she heard the other man approaching his fallen comrade.

"Dude, what happened?"

Penny smiled sweetly. "He thought he was a wrecking ball." The man turned around in surprise, his confusion a costly mistake as Penny's foot hit him hard in the solar plexus, a move she followed up by a vicious punch to the head, sending him hard into the wall behind him before sliding down to lay next to his buddy.

"See what's going on out there," Penny heard one of the men in the auditorium say and she quickly stepped back around the corner.

Leonard glanced at the three unconscious men shaking his head in amazement at the ease with which his girlfriend had taken out these men. He started following Penny toward the auditorium, but stopped when she motioned to him to do so, moving toward the wall, his eyes never leaving her as she looked around the corridor. Suddenly she jumped up against the wall, barely making a sound, gripping the grate covering the ventilation opening. With one hand she removed one of the drop ceiling tiles, before climbing up into the hole she'd created.

Leonard decided it was best to return to the other corridor, just in case they guy inside the auditorium decided to see for himself what was going on. He could hear the man barking instructions at his hostages, instructing them to form a ring around him. He then began calling out to whoever was out of the auditorium, informing them he'd have no trouble killing hostages.

The guy was yelling for maybe a minute or so before he suddenly stopped, mid sentence. Leonard could only guess as to what his girlfriend had done, or perhaps was still doing, but not long after he could hear a lot of people exiting the auditorium, clearly in a big hurry to get out.

"Leonard?"

Leonard looked around the corner when he heard Penny voice softly call out for him. "Here," he answered when he noticed her standing alone directly under the hole in the ceiling looking toward the crowd that was moving out. He walked toward her and she hugged him tightly.

"We better get out of here," Penny said after a few seconds.

Leonard nodded and followed her as she led the way to the exit. He was surprised to see the authorities weren't there.

"I guess nobody called them," Penny answered as he voiced his surprise. "Suits me just fine. Let's go home, Leonard."

Leonard nodded and unlocked the car. Penny stopped him from entering.

"Let me check things first, Baby," she said, dropping to the ground to look under the car. She moved all around the car, checking everywhere for, Leonard assumed, any type of explosive. "Okay, it's safe," she said, standing back up, smiling at him.

Leonard smiled back a little nervously. He had no doubt Penny knew what to look for, but before she had checked things out he hadn't even thought of the possibility of there being explosives. Now he was worried, despite Penny's assurance it was safe.

He closed his eyes as he turned the ignition and let out the breath he'd been holding when the engine just started and nothing else happened. He glanced at Penny who was looking at him in sympathy, but remained quiet.

He pulled out of the spot and drove toward the exit, barely missing a van that entered the parking lot just as he reached the gates. The rest of the drive was spent in silence, Penny resting in the passenger seat, her head almost leaning against the window. Leonard figured she was just winding down so he decided not to ask her about her past. Besides, a car ride didn't seem like the appropriate place to have such an important conversation.

"Sweetie, take Union."

Leonard frowned. "They're working on the street, it's closed right where we'd have to turn off. I'd have to drive around the block."

"I know, Sweetie. Just do it."

"Okay." He turned onto Union and glanced at her, noticing she wasn't actually resting; her eyes were directed at the passenger side mirror. She used the little button to roll down the window.

"As soon as I'm out, you close the window and drive toward the parking lot. Don't get out until I tell you it's safe."

Leonard felt himself tense up, wondering what exactly was going on. He turned left just before the road block. When he glanced to the side, Penny was gone. He hadn't heard a thing, she had just vanished. He quickly closed the window again, remembering Penny's instructions.

Penny rolled once and then remained flat on the floor, waiting for the van to pass. As soon as it did, she got up and sprinted through the alley, heading straight for the parking lot behind their building. She should be able to get there before Leonard, who had to drive around a little. She jumped up against the chain link fence, flipping herself over it and continued her sprint across the lot towards a position that would allow her to remain out of sight but close to Leonard's regular spot.

She crouched down the moment she saw a set of headlights turning into the small parking lot, immediately recognising Leonard's car. The van Leonard had barely missed followed closely and boxed Leonard's car in. Penny noticed one figure exiting the passenger side and saw the driver side door also opened.

Quietly she moved toward the two vehicles, making sure they didn't hear her. She walked around the van, still unseen by the two figures, one of which was a female Penny now saw. She kicked against the man's inside knee hard, sending him to the floor. Her second kick to the head had him down on the floor, unconscious for the moment.

Penny grabbed the woman's arm and spun her around against the van, following it up with a swift and hard punch to the jaw, causing the woman to almost drop to the ground, but Penny placed her hand around the woman's throat. "Why are you fol... 'Ronica?" She released her grip as she found herself face to face with her former handler at the CIA. "What the hell are you doing here?"

The older woman coughed, rubbing her throat and jaw. "Uh, bleeding internally, but I'll live. Damn, I forgot how strong you were."

Penny grinned. "Glad to remind you." She nodded to the man still laying on the ground. "New guy?"

Veronica rolled her eyes. "Former FBI, so basically useless."

Penny chuckled at the familiar joking about the other agencies' sub-par capabilities. She then called out, "It's okay Leonard," glancing back to see Leonard stepping out of his car.

"So, I guess you got out when Dr. Hofstadter turned right before the roadblock?"

Penny nodded. "Yeah. I saw you guys turn around after Leonard almost ran into you and you kept following us."

"Only to make sure Dr. Hofstadter was safe," Veronica assured. "Though we did wonder how he managed to get out of the university. Now I'm afraid to hear back from the other team."

Penny grinned, then listed the damage she had done. "Two tied in Leonard's new office, one dead in his office, four dead in various corridors, four wounded in the corridors and one tied up in the auditorium."

"Not bad, considering you've been out of service for almost ten years.

"I know, right?" Penny turned around to hug Leonard, who still seemed rattled by all this. "It's alright. Veronica used to be my handler."

The older woman chuckled at the obvious disdain on the last word. "We don't use that moniker anymore. Everyone of you kids always made such a fuss about it. Besides, everyone of you turned out to be worthy agents, so you really were partners whenever you were asked to go on a mission. You know, the agency can always use more agents, so..."

"You know I can't go back," Penny said. "And truthfully, I don't really want to go back. I like my life as it is, without any complications." She looked over at the guy on the ground as he started to moan.

Veronica pulled him up. "Welcome back, Ben."

"What the hell happened," he asked, rubbing the back of his head.

"My former partner. She's been out of the business for a decade," Veronica added, winking at Penny. "You're lucky you didn't end up like some of the guys she encountered at the university."

He looked at Penny. "Agent Development Program?"

"Yep," Penny answered, smiling sweetly. "Former FBI?"

He glanced at Veronica as she had trouble stifling a laugh. "I could've taken her if she hadn't surprised me."

Both Penny and Veronica laughed. "Great," Veronica said. "We'll ask all the bad guys to let you know before they attack. Besides," she added, "you can't beat me during training sessions, and Penny here did that quite a few times. She may have been out of the business for a decade, but I'm pretty sure she still remembers all her training."

Penny nodded. "I definitely do."

Ben assumed a defending posture. "Come one, you and me."

Penny raised an eyebrow, glancing at Veronica who rolled her eyes and gave a shrug. "You don't really want that," Penny warned him.

"Yes I do," he assured her, still in defense mode, but Penny's trained eyes noticed various issues with it. With her arms still around Leonard, she used her leg and foot to place three quick attacks on his midsection to get him on his knees, ending it with a kick to his head at minimum force. "You'd be unconscious and have a concussion afterwards if I'd used full force on that last one," she said.

Penny turned to Veronica, dismissing the former FBI agent. "I trust the agency will take care of the mess I left."

Veronica nodded. "Of course. I guess you don't want someone to stay close?"

"No, I think I got it covered," Penny answered. "But thanks for offering. See you 'round 'Ronica. Come on, Leonard. We need to look at your bruises and that cut." She tugged him gently toward the building's entrance. "And I promise I'll answer all your questions." She was a little apprehensive at having to talk about her past, but she felt she owed him that much. Whatever would happen, however he'd react, they'd work it out.

A/N2: Obviously the story takes some elements from Agent: Cody Banks (uhm, yes, I did see that one recently, which is probably where the seed for this story was planted), like the Agent Development Program (disguised as a summer camp), Penny's mention of an older kid successfully completing a mission (that would be Cody Banks), and of course 'handler' Veronica Miles.

Then there are lines I stole borrowed from the movie True Lies ("Yeah, but they were all bad") and the TV show Buffy The Vampire Slayer ("Uh, bleeding internally, but I'll live"). So credits for those lines go to the respective writers.

Final note: this seems like the kind of story that, though intended as a one-shot, might grow into a series. I did leave the ending open and was intentionally vague about a) what the bad guys were after and b) why Penny can't go back to the agency; at least I'll have something to work on if and when I decide to continue.