Superman: The Man of Steel #40 (January 1995)

"Dead Again!," Part 9! 1995 is here, and so is Brainiac! Well, sort of. It's only 1995 if we go by cover date (the actual publication date was in November '94), and Brainiac mostly appears in this issue in the form of a sexy lady with her brain exposed. It makes more sense when you read the issue, but not a lot more sense.

As seen in Action #705, Superman has almost completely lost his mind over this "there's a corpse that looks like me in my former tomb" business (I imagine just having a former tomb is weird enough for a guy), to the point that he almost killed some of his cop friends. Satisfied with this turn of events, Brainiac has revealed himself as the mastermind behind the fake corpse ruse (to the readers, not Superman yet) and frees himself from his prison in New Genesis.

Some New Gods come to recapture Brainiac, but he easily defeats them with only a thought. It was a pretty powerful thought, to be fair, since Brainiac's mind powers have grown exponentially during his years-long coma nap. His brain is getting so strong, in fact, that his poor skull can barely contain it.

Brainiac projects his mind to Metropolis, takes over the body of some recently deceased grandma, and makes her look like a total babe with a giant brain. Oh, and he also starts terrorizing people with illusions of brain-shaped monsters. When one of those creatures attacks Lois Lane, Superman is forced to cause some property damage to save her -- but then the creature disappears and everyone thinks Superman's gone insane, including Superman himself.

Next, the brain monsters attack a concert by some band with a name that starts with "Rol... Sto..." and whose most famous members are named "Mick" and "Keith" (The Monkees?). Superman hesitates before fighting the monsters, but once people start screaming and running away from them, he takes that as a sign that they're probably real.

After dealing with that latest batch of brain creatures, Superman is ready to punch anything that looks like a brain... just as Brainiac planned. Brainiac moves his mind from the dead lady to Lois' body and provokes Superman until he's blinded with rage (which isn't too hard to accomplish these days). Superman comes shockingly close to punching his fiancée's disguised body into the ground...

...but something about her stops him. As he hesitates, Lois retakes control of her body and kisses him. This means that: 1) Lois' mind is canonically stronger than Brainiac's, and 2) Brainiac has canonically kissed Superman (slash fic writers rejoice). The fact that Clark almost hit her to death but didn't has confirmed to Lois that he must be the real Superman, because "even at your most frantic, you couldn't kill a living being" (except that one time).

Brainiac, still convinced he can make Superman go insane for good, leaves Lois' body to try a different approach. Superman turns around and says "Oh no! Not YOU! It CAN'T be YOU!" as he sees... no idea who, because the issue ends here.

So, as you might have guessed, TO BE CONTINUED!

Plotline-Watch:

• The Forever People appear during the New Genesis sequence (always a thrill to see Bog draw Kirby characters!) but in a couple of years, this appearance will be deemed out-of-continuity when it's revealed that they've been stranded in another planet since the '70s. I guess the ones in this issue were Thanagarian spies or something. At least that helps explain how Brainiac beat them so easily.

• Before Brainiac takes over that dead lady's body, we see Keith, Perry and Alice White at the funeral of Keith's biological mom. Keith is understandably still not used to calling Perry "dad." With apologies to the old lady's family, I'm glad Brainiac took over her body and not Keith's mom's. The kid's been through enough.

• One of the oldest storylines in this comic is picked back up: Superman's Pal Jimmy Olsen's Pal, Babe Tanaka, last seen during the "Oops! All Batmen" issue, appears again and it's confirmed that, yep, she's a vampire. She almost loses control and bites one of her bandmates, but their roadie prevents it. Turns out they all know she's a vampire and chip in with blood to keep her satisfied, but she's worried that "the darkness" in her will keep growing and she'll lose control. Eh, it's probably nothing to worry about.

• Speaking of immortal beings in rock bands, there's a scene where Superman saves a young concertgoer from flying brain monsters (or "brainadactyls," which sounds like a name I'd make up in this blog) and deposits her next to "Keith" of the Ro... Sto..., at which point she proceeds to geek out. Is she supposed to be Case from the Riot Grrrls? Case was thinner, but maybe she's wearing padding to better appeal to Keith and Mick. After all, like their famous song says: "Fat Bottomed Girls, you make the rocking world go 'round..."

• Another concertgoer appears to be Mike Carlin... g, one of Magpie's henchmen from way back in Man of Steel #3. Glad to see he survived that job and didn't perish in a tragic "Happy Birthday" accident like his co-worker from that issue.

• This issue casually establishes that Brainiac knows that Superman and Lois are together, which must mean he knows about his secret identity too. Not shocking since Brainiac can, you know, read minds and all, but you'd think a villain learning that Clark Kent is Superman would be a bigger deal. Hey, they should do a storyline about that...

Shout Outs-Watch:

Big-brained shout outs to Aaron, Chris “Ace” Hendrix, britneyspearsatemyshorts, Patrick D. Ryall, Mark Syp, Ryan Bush, Raphael Fischer, Kit, Dave Blosser, and we're thrilled to welcome our friend Adam Mallinger! Join them (and get extra articles) via Patreon or our newsletter's "pay what you want" mode! Both of those also have free tiers, if you just wanna get posts like this one in your inbox.

Stick around for more commentary (AND all-new artwork of Brainiac's new look!) from Don Sparrow...

Art-Watch (by @donsparrow):

We start with the cover, and while it’s certainly a good summary of the issue within, I found it a little cluttered, and the over-rendered colours (particularly the white fangs and lips) pop so far forward they look like electricity.

Inside, we’re thrown immediately into the action from last week, just moments after Superman threatened to pulverize the best police officer in Metropolis.  We’re still sticking with the skulking body language from last week in this first panel, where Superman seems a lot more threatening than inspiring.

Then it’s a breakneck transition to New Genesis where Big Bear, Mark Moonrider, Serafina and Vykin the Black (there’s gotta be a better name for that guy) roll in to try to contain Brainiac, and there’s a great sense of motion.  I don’t know that I’ve ever seen these UN-looking soldiers in a comic before, but I suppose New Genesis must have some kind of armed forces. The full page transition of Brainiac revealing his new, more literal appearance is compelling, particularly the warped background and shadow.  The veiny eyes are perhaps a bit thick, but there’s a great three-dimensionality to the exposed brain in this, Brainiac’s most Ming the Merciless incarnation. The sheer volume of energy he dispatches at the Forever People is intimidating for sure.

The small, quiet moments of Keith’s mother’s funeral are a nice break from the intensity of the rest of the issue.

George, the gravedigger who mightily cracks the walnut for his fellow gravedigger Sam, feels like a Matches Malone disguise for Clark Kent, especially with his colour scheme.

There’s something odd about this Brainiac surrogate being an attractive woman—it almost seems more like a move the Ultra-Humanite (canonically the world’s first trans villain?) would do?

The brain beasts are a great Bogdanove design, part Ghostbusters Zuul dog, and predating Stranger Things’ Demo-dogs by decades. There’s a little bit of pervy excess in the inks on some of the shots of Brainiac’s surrogate (a couple of the extra lines that hint at nipples might have been better used adding toes to her feet).

Later in the issue as Superman nearly flattens the possessed Lois, it’s a hulk-like caricature of a raging Superman, as unhinged as we’ve seen him in the story so far.           

SPEEDING BULLETS:

• It’s interesting that Superman himself makes a laundry list of all the ways he’s been acting wildly out of character, particularly in the last issue.  There’s something meta there perhaps.

• Keith calling Perry “dad” for the first time should get a bigger reaction from the chief, shouldn’t it? [Max: It's possible Keith has called him "dad" off-panel 50 times by now and Perry is kinda used to it, even if Keith obviously isn't yet.]

• I’m 46 years old I’ve never had walnuts at lunchtime.  It’s weird, right? [Max: I don't think anyone who read this issue as a kid ever had walnuts at lunchtime after what happens to that guy. We were all traumatized.]

• I suppose it shows how steeped I am in “I Think You Should Leave” lore that as the female Brainiac surrogate makes her debut, all I can think of is this would make a great episode of Coffin Flops. 

• This issue is a clinic in how to draw powerful, gnarled hands.

• It’s a cute, but cautious Rolling Stones cameo in this issue, as the Brain Beasts cover the marquee to a degree of plausible deniability.  First, “Mick” is cited as being famous for his “special effects” (is he, though?) then “Keith” is pictured, silently considering giving an autograph to a fan. The group of concert goers seem too specifically drawn not to be a reference, but I can’t place them.  The red beard guy could be John Byrne maybe? And the sweaty guy sorta looks like how they draw editor Mike Carlin? [Max: Carling, Don. It's clearly Mike Carling. And the red beard guy, who appears a couple of times in the issue, looks a LOT like '90s Walt Simonson to me.]

And now, as promised: Big-Brained Brainiac by Don! Who says: "I'm not a huge fan of the giant brain design (too Mars Attacks for my tastes!) but I have long thought that Michael Emerson would make a great Brainiac (and then that My Adventures with Superman anime agreed!) so I tried to incorporate that look."

Missed an issue? Looking for an old storyline? Check out our chronological issue index!

This newsletter is free and always will be, but if you'd like to support us with $1 a month or more, you'll get access to extra articles about non-continuity '90s Superman stuff (shows, video games, Elseworlds, etc) and cool giveaways. Click here to become a paid SUPporter!