Superman Comic Books

Superman: Special Reports

Brainiac - Part 1 (of 3)

Author: Sean Hogan (

Last updated: October 7, 2004

Adventures of Superman #438 The Amazing Brainiac

Brainiac is introduced to the re-booted Superman in Adventures of Superman #438, (penned by John Byrne with art by Jerry Ordway and John Beatty). Clark Kent, Jimmy Olsen and Cat Grant are visiting a circus that has a mentalist named The Amazing Brainiac. Jimmy and Cat learn that Brainiac is really a middle-aged man named Milton Moses Fine who has a drinking problem and who suffers from bad headaches.

Fine's common-law wife and assistant, Janet Jones, has little sympathy for him. She wants him to use his powers to make money in the stock market. Fine tells her that would be wrong. "I shouldn't even have these powers. No human being should! That's why I get these awful headaches... why my poor pitiful hours of sleep are filled with such nightmares! I've been given the power to probe into the minds of men, and the things I've seen there... the awful things..."

To Cat and Jimmy, Fine relates his dreams of a mind that has touched his. This mind claims to be Vril Dox, a scientist and humanitarian from the distant planet Colu. Dox tells Fine that his body (greened skinned and blond haired) was accidentally destroyed. Only his mind has survived.

Suddenly, Fine collapses, grabbing his head and yelling, "It's DOX!! He's close! He's trying to... enter my mind...". In another part of the circus, Clark also reels in pain. Switching to Superman, he follows the source of the pain -- to Brainiac's tent.

The reader immediately knows something serious has happened to Fine. While he looks the same, his word balloons are black, with white lettering. That, and he pounds Superman with psychic blasts. When Superman calls the mentalist by his stage name, Fine's possessor decides that he likes the name and will use it when he becomes master of the world (begin ominous soundtrack!).

Brainiac (Vril Dox) is surprised by the latent power in Fine's body. Even after blasting Superman several times, he says he has been using but a tiny portion of the untapped power within this pathetic body, and that, "Locked within this mortal brain are powers such as we of Colu could only have dreamed!"

With help from Janet, Superman is able to knock Fine unconscious -- ending the attack. Fine is hospitalized in a psychiatric ward. Neither Superman nor the doctors seem to believe him when he warns that Vril Dox is real - and he will be back.

Adventures of Superman #445 Another Fine Mess

In Superman #20, Fine, learning of Janet's death, loses control of his body to Vril Dox, and escapes during the funeral service. In Adventures of Superman #445 (written by Ordway), we learn that Fine's body is rejecting Dox's alien life-force, and that Brainiac is trying to find an organic serum to cure himself. Brainiac murders vagrants for their spinal fluid and, later, for their brains (anybody else having images of old horror movies?). When he captures Cat and Jimmy, he decides to lure Superman to his hideout.

While Brainiac's body is still that of Fine's overweight, middle-aged Caucasian frame, he wears a snazzy pink and black one-piece garment. The goatee survives, but the hair has been shaved off, except for a long tuft of hair on the crown of his head. Fine's skin is peeling away, revealing green skin underneath.

Unknown to Brainiac, Fine's body has a brain tumor. It is never made clear how Fine's brain tumor may be connected to his body's rejection of Dox. Similarly, the connection between Fine's mental powers and Vril Dox's own abilities is never clearly explained. Although later stories imply Dox was highly intelligent on Colu (a trait also seen in his descendants), there is no indication that he possessed mental or psychic powers before his discorporation. That he had some such abilities is evident from the fact that his spirit survives the destruction of his original body somehow and is able to possess Fine's body on distant Earth.

Apart from the reference by Fine that he can read minds and to Brainiac's comments about his possessed body's untapped powers, we don't know much about Fine's powers, either as an individual or as contributor to Brainiac's powers. We later see that Brainiac will complain about the body's limited data storage abilities. Despite the apparent power of Fine's mind, too often, Brainiac will 'short circuit' during critical confrontations. And speaking of confrontations, back to the story in progress...

When Superman arrives, Brainiac decides to probe Superman's mind to find out his secrets and fears. What Brainiac doesn't know is that this just isn't a good time to tick Superman off. Superman has recently returned from a "pocket" universe, where three madmen (Kryptonians from that universe) have killed everyone on their Earth. Superman felt that he had no choice but to execute them, and he is struggling to come to terms with his actions (Superman #21, Adventures of Superman #444, and Superman #22).

Superman allows Brainiac to see his anger -- and the resulting mental battle causes a huge explosion that leaves Brainiac unconscious and in custody. Brainiac's tampering has important consequences to Superman - leading to Superman's self-exile in space (that arc has been released in trade paperback). But that's another story.

Superman #35 The Luthor/Brainiac Team

Luthor, ever resourceful, is able to gain possession of Brainiac's body. He has the brain tumor removed and inserts a special device to control Brainiac. Luthor also provides Brainiac with a psi-amplifier, to better mentally attack Superman. Brainiac is shaved bald so that the circuitry can be connected to his head, and the mechanical frame becomes a permanent feature on Brainiac's cranium.

Superman recognizes the source of the attacks on him and confronts Brainiac, but Brainiac manages to both fake his own death and turn the tables on Luthor. Brainiac gains control only briefly, for in Superman #27, a new "Gangbuster" invades LexCorp to attack Luthor (the original Gangbuster is sidelined with a broken back). Brainiac intervenes with a mental attack, but "Gangbuster" repulses the attack, and Brainiac collapses, allowing Luthor to regain control.

Luthor arranges to keep Brainiac sedated, but in Superman #28, when Superman leaves for space, Brainiac is instantly aware and tells Luthor, "I can't feel his mind anymore! He's gone!" This mental connection or awareness between Brainiac and Superman surfaces in other stories also.

Brainiac remains as a backstory until Superman #35, in which Ordway writes of the comatose Brainiac and his dreams alongside a story of the also comatose Morgan Edge, who fights off death in the form of the Black Racer. There's lots of fun for Silver Age fans, as we see homages to classic stories (Superman trapped in a birdcage, the living Brainiac-ship, shrinking a city into a bottle). The major advancement of the story is that Brainiac learns to free his astral form from his trapped body.

Action Comics #647 In "The Brainiac Trilogy" (penned by Roger Stern and George Perez) in Action Comics #647-649, Superman reviews recent events and realizes that Luthor and Brainiac must be working together. Brainiac, who seems to have some mental connection to Superman, knows that Superman is aware of him. He acts quickly, taking mental control over Luthor's aide, Happersen, and eventually the other LexCorp employees. He uses mechanical devices to strengthen his control.

In Action Comics #649, Brainiac tells Luthor that he worked for the Computer Tyrants on his home planet, Colu. When he failed them, his body was disintegrated. Somehow, his mind survived and was drawn across space to the brain of Milton Moses Fine.

Meanwhile, Brainiac's body is submerged in a biochemical bath while it is treated with recombinant DNA and bionic enhancements. Superman arrives just as Brainiac emerges from the tank, now green skinned, with a fit, trim and muscular body. His mustache and beard are yellow, and he has metallic devices attached to his skull and back.

Brainiac launches a mental attack on Superman, but once again is defeated by the power of Superman's mind. Brainiac manages to escape in a star-ship (later called his "head-ship"), designed as a robotic face. He promises to return, and Superman promises to be waiting for him.

Relevant Links:
  • Brainiac: Part 2 (of 3)
  • Brainiac: Part 3 (of 3)