I don't own any of these characters, alas.

Dr. Horrible's newest assignment with the E.L.E is to work with an old friend of Professor Normal's in New York. There he will help Dr. Octopus with his schemes and try and get over the aftermath of Penny's death.

I have of late,—but wherefore I know not,—lost all my mirth, forgone all custom of exercises; and indeed, it goes so heavily with my disposition that this goodly frame, the earth, seems to me a sterile promontory; this most excellent canopy, the air, look you, this brave o'erhanging firmament, this majestical roof fretted with golden fire,—why, it appears no other thing to me than a foul and pestilent congregation of vapours. What a piece of work is man! How noble in reason! How infinite in faculties! In form and moving, how express and admirable! In action how like an angel! In apprehension, how like a god! The beauty of the world! The paragon of animals! And yet, to me, what is this quintessence of dust?

Hamlet Act II Scene ii

Dr. Horrible sat silently in the Evil League of Evil's private jet, staring out the window at the fluffy clouds streaming by. He was sitting in the fanciest airplane cabin he had ever seen, but he didn't even care; over the last few months he had become bored with the pointless displays of wealth the League seemed so fond of. The doctor had his goggles down and was listlessly finding shapes in the towering clouds. Over and over again he saw only one thing: her face splashed across the sky in a thousand different cumulous forms. He closed his eyes behind the blank lenses and clenched his black-gloved hand, trying to think of absolutely anything else. The only other occupant of this opulent cabin was Professor Normal, who was watching Dr. Horrible's contemplation of the view.

The professor picked up his drink and remarked, "I've always enjoyed flying. There's just something delightful about soaring through the clouds, so far above the everyday. Especially through such a picturesque sky. What do you think Doctor?"

"'It appears no other thing to me than a foul and pestilent congregation of vapours,'" Horrible said in a menacing tone that he used to have to work at maintaining.

Professor Normal smiled at the Hamlet quote. Ever since Horrible had joined the E.L.E. he had indeed 'lost all his mirth,' and in such an impressively destructive yet clever way. Just last week he had melted the First National Bank to an oddly flavorfully smelling slag after he robbed it. True, he seemed resistant to racking up a more respectable body count, but all things considered the not-so-good doctor was an excellent addition to the team. Normal had been pressing Bad Horse for years to include another super-scientist on the team; Dead Bowie's magic and Fury's brute force were all very well and good, but they lacked the elegance and simplicity of a good old-fashioned doomsday device.

Horrible finally turned away from the window and returned his attention to the files before him. When he had been yearning to join the League, he'd had no idea that there would be so much paperwork. And meetings, he was in meetings almost every day: endless boring tedious mind-numbing meetings. If he had to chair one more joint E.L.E-minion potluck-brainstorming extravaganza, he would go insane… insane-er. Horrible barely had three consecutive hours to spend in his lab most days between all his new obligations. At least his heists were going more smoothly since Captain Hammer vanished. And he had to admit to himself, since Billy stopped holding himself back. How could he have devoted himself fully to evil if he was trying to save the world? It was too late to save the world; all that was left was the chance to change it, from the rubble up if needed.

Oh, who was he trying to kid? Horrible was more than capable of keeping up the façade for the E.L.E. and the henchmen, but inside, where he scarcely dared to admit it to himself, Billy hated what he was becoming. Well, it was pointless crying over spilt blood and ruined lives. He just hadn't really thought through all the implications of becoming an actual super villain.

"Remind me again, how do you know this Dr. Octavius? It's not in the folder," Horrible asked the professor to distract himself. Of all of the other E.L.E. members, he preferred the company of Professor Normal; he really was the most… normal. It was comforting, when everyone else around you had a snake-cycle or Stardust space-plane, to spend time with someone who just drove a Volvo. Horrible still didn't even have a car yet, though he was thinking of getting one. Or maybe a jet pack.

"Oh, Otto and I were in graduate school together. I wouldn't say we were friends, the man has always been difficult, but we ended up sharing an apartment for two years. He's brilliant but has a rather high opinion of himself, I mean more than usual for an evil genius. We kept in touch after grad school and we've worked together a few times over the years, both academically and criminally," Professor Normal explained.

Horrible nodded and continued to skim the file on this 'Dr. Octopus.' His research did seem impressive: mind-controlled tentacles, atomic reactors, and Octobots. When Horrible got back to L.A. he was going to have to make some Horribots. He pulled out his notepad and added it to the bottom of his to-do list.

Take over world

X Send in rent check

X Prepare report on feasibility of stun-rays as a deadly weapon

Buy and or steal milk, eggs, chocolate chips, HeNe 594nm laser

X Pack for trip to NYC, bring all possible weapons, leave room for souvenirs

Build Horribots

He replaced the list at the bottom of his heap of papers and returned to the League's biography of Dr. Octopus. Their histories were depressingly similar; both had been mocked for intelligence for most of their youth and some stupid 'mighty' hero was always thwarting them. He wondered if this Spider-Man was as aggravating as Hammer; there wasn't a lot of information on Spider-Man in the packet, but even in L.A. people had heard of him. He could allegedly do everything a spider could, though in Horrible's experience, spiders mostly just got squished once they broke the no-creepy-arachnids-above-the-bed rule.

Sighing, Horrible returned to his reading and found the blueprints for the device that Dr. Octavius wanted a 'nefarious consultation' on. The design wasn't nearly as inspired as that of his own freeze-ray, but it was much larger in scope. Horrible generally didn't bother with such explicitly detailed plans, as he did his best inventing while improvising, but he respected an evil scientist who made sure to close every circuit and dot every i. He saw several areas where the design needed more work, and at least two where LEDs could be added for a more menacing look. He scribbled his notes on the diagrams themselves, adding a few doodles on the very edge of the page for a new invention he had been toying with. If his preliminary calculations were correct, then it might be possible send one person back in time, at least if you were willing to use up 40% of the world's diamonds. Possibly 60%, the math was being fairly tricky to resolve.

Soon they would be in New York, which Billy was actually looking forward to. It would be nice to get away from L.A. and the ashes of his triumph. He figured he would spend a couple of weeks making with the superscience, and maybe spend another week just sightseeing, assuming the League didn't recall him. Horrible knew he really ought to finish reading this incredibly detailed list of suggestions, background, plans, and instructions, but it was in danger of putting him to sleep. He was making little stick figures in the margin of a paper Dr. Octopus had written entitled "The Applications of Nuclear Science as Pertaining to Takeover of Major Cities," when Professor Normal appeared to notice that his colleague hadn't finished going through the documents.

"Have you reached the section that goes over your cover identity?" Normal asked.

"My what now?"

"You'll be in New York long enough that it's easier if we set you up with a day job, but one that will facilitate Operation Usurp. You'll have a job as a postdoc in a lab at ESU. I called in a favor from Dr. Sanderson, by which I mean I blackmailed him. You shouldn't have much trouble with the subject matter, and he's on sabbatical right now anyways, so you should have plenty of time to work on your various… devices," he said with a vague hand gesture.

Horrible shuffled through his folders until he found one cryptically labeled "William Bridle, PhD." He opened it and was greeted with his resume, or at least what his resume would look like if you left out all the parts related to Dr. Horrible and padded it with some legitimate publications. Apparently he was going to be William Bridle then; he wondered if Bad Horse had chosen the name. Grimacing, he also wondered if there had been a real William Bridle who was now dead because of this.

He flipped through the folder until he found a set of Sanderson's publications; bah, they were mostly biochemistry related, how boringly rigorous. Though on the up side, he seemed to use a lot of lasers in his work, and lasers were always fun; they were just so full of laser-y goodness. Also, photons. Horrible was sure he could fake his way through knowing the subject matter on a casual basis, he just hoped that the rest of the lab wouldn't ask him too many questions about his history in the field of… he paused to flip back to the CV, high-throughput drug development. Huh, well, he had three more hours before they landed, time enough to skim the subject at least.

Two hours later Professor Normal interrupted his perusal of the surprisingly interesting "Photodynamic Compounds as a Novel approach to Chemotherapeutics" to encourage the doctor to prepare for exiting the plane.

"You did bring real cloths right? I mean grownup clothes, not those hooded sweatshirts you always wear," the professor asked.

"You have me under surveillance?" Horrible asked, clearly surprised. He had known the League had been watching him during his evaluation, but he'd assumed all that had stopped once he joined.

The professor's eyewear made most looks difficult to read, but this one clearly said 'duh.'

"You won't survive long in the E.L.E if you don't keep tabs on all our… friends," he responded sweetly in a voice tinged with malice.

"Uhhh, I brought mostly hoodies. And lab coats. And one winter lab coat with a hood. Also, some t-shirts," Horrible confessed. He hadn't known that he was being closely watched by the rest of the League. Billy clenched his jaw and wished again that he had known what he was getting into.

The professed massaged the bridge of his nose and sighed. "Fine, fine, go put on your most formal 'hoodie.' Given the hysterical nature of the response to threats at airports, it would be best that we didn't garner undue attention, such as by wearing welding goggles and a bright red lab coat."

"So are you going to do something about the that?" Horrible asked, gesturing towards the professor's cybernetic eye superstructure. Professor Normal gave him another look and shooed him away.

Dr. Horrible glared at the professor, but got up to go change. The jet had several actual bedrooms in it, one of which was his. He returned to the room with his name painted on the door in matte black, and went inside. He quickly rummaged through his duffle until he found his black hoodie. Black was formal, right? He stripped off his vinyl gloves, and unbuttoned his blood red coat with fingers that felt flayed. He shrugged out of the coat and then finally removed his goggles. Even fully clothed in a t-shirt and black pants he felt naked without his costume between him and the world. Since the… incident he didn't like being Billy, but he supposed he wasn't exactly Billy right now; he was Dr. Horrible pretending to be William Bridle. Will Bridle, not Billy. He felt his eyelid start to twitch as his thoughts drifted into uncomfortable territory.

He pulled himself together, crammed himself into his sweatshirt and went to the bathroom to try to fix his goggle-hair. His eyes met those of his reflection as he dragged a comb through his unruly blond spikes and paused mid-motion. He looked so empty; his eyes were lined with red and he looked gaunt and exhausted. He forced himself to stop staring, finished smoothing his hair, and then briskly washed his face in a pointless attempt to get rid of the goggle marks. He withdrew his shaking hands from his face and told himself, "Chin up, you can do this. This is everything you ever wanted."

He willed himself to believe that as his grip tightened on the edge of the sink. He forced himself not to dwell on the person who had given him that advice; the person he had utterly failed. Billy looked into the eyes of the monster in the mirror and turned away before he gave in to the urge to smash the glass. Well, flail at it anyway. He went back to where he had dropped everything and carefully packed it in his bag. He decided that his Darth-Vader-boots were not going to be comfortable for walking around in, so changed into a pair of grey high-tops. He probably had another 40 minutes to prepare before they landed.

Professor Normal watched Billy skulk back into the main cabin of the airplane. His posture was hunched and he had his hands jammed into the pockets of his sweatshirt; he looked so different than when he was the confident and dynamic Dr. Horrible. The professor wasn't sure if Horrible was better at hiding everything behind the goggles, or if Billy were on his way to a genuine split personality; either way the almost inevitable meltdown would be quite amusing to watch. Normal hoped that the newest member of the E.L.E would be able to pass his upcoming test. Bad Horse always liked to get a sense for how a villain acted when they thought they were operating on their own, and for the next month or so Dr. Horrible would be under fairly rigorous, but secret, observation. He was confident that Dr. Horrible would acquit himself well; the project was right up his alley, and though Otto had an ego larger than the sun, he was an excellent teacher and one of the premier evil scientists in the world. They didn't have much time before they landed at Newark, so he headed to his own cabin to change, leaving Dr. Horrible to return to his reading.

Horrible replaced all the papers save the William Bridle folder into his bookbag, which he had left next to his seat. He wished Moist were here to distract him, but henchmen weren't allowed in the main areas of the plane, and anyway Professor Normal had taken all the available berths with his own minions. There were only a few more papers left to read, so he picked one at random and settled down to read it. "Laser Inactivation: A Practical Guide to the Use of Class IV Lasers in Biology" turned out to be a good read; he didn't look up again until the chime sounded for the final approach and Professor Normal came back into the room.

Horrible stared at the professor; he had taken off his cybernetics and replaced them with a huge pair of ugly sunglasses and a fake beard. The professor ignored Horrible's look and picked up his magazine and waited to touch down. They didn't have to wait for a gate, one of the many privileges of being a member of the Evil League of Evil, and in less then 15 minutes they were striding across the firm New Jersey concrete towards the passenger pickup area.

Horrible only had his bookbag; the rest of the luggage had been left for the Terrible Teaching Assistants to deal with. Professor Normal strode ahead of him towards a dumpy little man wearing a trench coat and sunglasses that were at least as lame-looking as Normal's. Horrible forced himself to catch up before they reached the beat-up looking blue Chevy and the short, angry looking man in front of it.

"My God you've gotten fat Larry."

"Otto, a pleasure as always to see you," Professor Normal said in a tone that wasn't quite sarcastic.

Dr. Octavius turned his attention to Horrible and glowered at what he saw.

"So this is the newest member of your little villainous knitting circle. He's the one who invented a device that stops time, Dr. Horrendous or whatever? He looks like a freshman. Is that a sweatshirt? What are you, in high school?" Dr. Octavius asked in an increasing incredulous tone.

Horrible cleared his throat nervously and felt the nervous tick in his cheek start up. "I'm Dr. Horrible," he stated in his most menacing tone, or at least tried to, it came out a little mummbly. Dr. Octavius managed to give the impression of rolling his eyes even with them completely hidden behind his mirrored glasses.

"A doctor of what exactly? You hardly look capable of understanding basic calculus, let alone following the intricate designs I'm trying to implement. Larry you've completely wasted my time. Again. I should have known not to listen to you after that whole prosthetic limb debacle," Otto said, completely dismissing Horrible from the conversation.

"I have a degree in biochemical-physiomedical-nuclear-mechanical-molecular material science and engineering. And your so-called 'faultless designs' contain one dangerous feedback loop, 7 unnecessary inductors and a terrible user interface. You have to be like, inside it to turn it on. Why would you want that? It's pointlessly difficult to deploy in the field and your average hero will still be able to turn it off by yanking out the power supply," Horrible ranted. He hated when other people thought he was a failure. His intellect was one of the few things Billy was genuinely proud of, and he wasn't about to take this sort of crap from a man who routinely got beat up by a spider.

"Very good," Dr. Octopus grudgingly allowed, "You're at least better at this than you look. Possibly you'll even be worth the enormous effort to teach you."

"Those plans were a test?" Horrible asked, confused. He was so tired of the constant testing of his abilities and villainy.

"Of course, I'm not going to let just anyone see the plans for this device, and I certainly wouldn't send them to Professor Normal, intellectual property thief, here. The actual plans are in my lair."

"I assume you mean the apartment. It's not a great place, but it's hardly a lair," Normal paused to check his watch and asked, "Are you just going to stand there gloating all day Otto, or should we get moving? I have to fly back to L.A. tonight."

"You're not staying? I'm crushed," Otto sneered.

"Well, I have a parent-teacher conference on Monday, and my son has a soccer game I promised to go to later this week. Oh, and of course Bad Horse needs me to work on the plan for destroying that Caring Hands thing."

Billy tried not to start at the mention of her charity. Why was the E.L.E going after them? Captain Hammer might not be an issue anymore, but the League had never bothered with volunteer organizations before when there were still heroes to crush and mayors to blackmail. He'd have to call Moist later and have him look into it. For a guy with basically no powers or skills, Moist was shockingly well connected.

"Fine, fine, we all have a busy week. Get in the car, and we'll go take a look at the plans in my apartment," Octavius said acerbically.

Horrible threw his bookbag into the back seat and followed it into the car. He carefully buckled his seatbelt and looked around at the perfectly ordinary interior of the Chevy. Otto barely waited for Professor Normal to shut the front door before he wrenched the wheel and sent them careening out into the early afternoon traffic.

This is set post-Act III by seven months. I haven't really anchored the Spiderman half into any specific continuity, but I may work harder on that in up-coming chapters.

Thanks for reading!