Brainiac

Brainiac is a DC comics super villain that appears in the comic books published by DC Comics. The character first appears in Action Comics #242 (July 1958), and was created by Otto Binder. Brainiac is one of Superman's most important enemies ever since the villain's first appearance, responsible for shrinking Kandor, the capital city of Superman's home planet Krypton which the hero has vowed to restore. Due to complex storylines involving time travel, cloning, and revisions of DC's continuity, several variations of Brainiac have appeared. Though at his core Brainiac is formless, most incarnations depict him as a bald (save for a set of diodes protruding from his skull), green-skinned extraterrestrial android from the planet Colu. Brainiac's name derives from the -IAC naming trend among early electronic computers, after ENIAC: ILLIAC, JOHNNIAC, MANIAC, SILLIAC, etc. He is commonly known as Superman's second most important villain, following Lex Luthor. In both the television series Smallville and the book The Last Days of Krypton, BRAINIAC is said to stand for "BRAIN InterActive Construct."

Pre-Crisis Brainiac
First appearing in Action Comics #242 (July 1958), Brainiac was a bald, green-skinned humanoid who arrived on Earth and shrank various cities, including Metropolis, storing them in bottles with the intent of using them to restore Bryak, the planet he ruled. While fighting Brainiac, Superman discovered that the villain had previously shrunk the Kryptonian city of Kandor. He was able to restore the Earth cities to full size, but the Kandorians sacrificed their restoration to help him. Superman stored the city in his Fortress of Solitude, vowing to return the natives to full size. In Superman #167 (February 1964), it was discovered that Brainiac was a machine created by the Computer Tyrants of Colu as a spy. To increase the illusion that he was alive, Brainiac was given a "son", a young Coluan boy who was given the name "Brainiac 2", but he escaped; this was Brainiac 5's ancestor. It was later revealed that his name was Vril Dox, and that he went on to lead a revolt against the Computer Tyrants. His "origin" as a tyrant of Bryak could be considered a cover story, as part of his illusion. It was in this story that Brainiac first appeared with a distinctive gridwork of red diodes across his head, later explained as the "electric terminals of his sensory nerves." This would remain his appearance throughout the 1960s and 1970s. Brainiac's legacy was revealed in Action Comics #276, in a Legion of Super-Heroes back-up story. This introduced a green-skinned, blond-haired teenager named Querl Dox, or Brainiac 5, who believed himself to be Brainiac 2's 30th century descendant. Unlike his apparent ancestor, Brainiac 5 used his "twelfth-level intellect" for the forces of good and joined the Legion alongside Supergirl, with whom he fell in love. His home planet was given variously as Yod or Colu.

DC Comics attempted to re-define several aspects of its Superman series in the 1980s, in order to boost sagging sales. At the same time Lex Luthor acquired his green-and-purple battlesuit, Brainiac was re-envisioned (under the auspices of writer Marv Wolfman). In Action Comics #544 (June 1983), Brainiac had constructed a giant, artificial, computer-controlled planet and used it in his latest attempt to destroy Superman; unfortunately, his defeat at the hands of the Man of Steel left him trapped at the center of the planet, unable to escape. He was forced to make a nearby star explode in a nova in order to destroy the machine-world and allow him to re-create his form. His new body (designed by Ed Hannigan) had the appearance of a skeleton of living metal with a grey, honeycomb-patterned "braincase." [1] He also created a starship to house his new body, that was actually an extension of himself; the ship was shaped like his own skull, with metal tentacles dangling from it that he could manipulate at will. Brainiac retained this appearance until after the Crisis on Infinite Earths.

As part of Brainiac's re-creation, Wolfman added a new aspect to Brainiac's personality. During his regeneration, Brainiac experienced a vision in which he saw Superman in the guise of a god-like "Master Programmer" who was responsible for a massive conspiracy to destroy Brainiac and keep him from achieving perfection and domination of the universe. From this vision, Brainiac concluded that it was necessary for him to destroy the Master Programmer in order to achieve his goal; therefore, his ultimate goal was to destroy Superman, whom he saw as the Master Programmer's "angel of death." This new, insane motivation re-cast Brainiac as a cold-hearted, ruthless machine whose "mind has absorbed all the knowledge this universe has to offer", and he appeared several times in this aspect until he was re-written. Further retcons of Brainiac removed the "Master Programmer" aspect of his personality entirely.

Post-Crisis Brainiac
In the post-Crisis DC Universe, Brainiac's history was dramatically altered. Vril Dox was now a radical Coluan scientist who, having attempted to overthrow the Computer Tyrants of Colu, was sentenced to death. In his last moments, his consciousness was attracted to Milton Fine, a human sideshow mentalist who worked under the alias "Brainiac." Needing cranial fluid to maintain his possession of Fine, Dox went on a murder spree. He discovered that Fine had genuine psychic powers, which he frequently wielded against Superman. This version of Brainiac made his first appearance in Adventures of Superman #438 (March 1988).

Brainiac was later captured by Lex Luthor, but used his powers to take control of LexCorp. Under Brainiac's mental domination, LexCorp scientists restored his Coluan form. The diodes in Brainiac's head now increased and stabilized his mental powers, as well as allowing him direct access to computer banks. He continued to plague Superman, using a combination of mental powers and computer control. On one occasion, Brainiac even returned to his pre-Crisis incarnation's city-shrinking tactics.

In the crossover story Invasion!, it was revealed that, prior to its dispersion, the Computer Tyrants allowed Dox to clone a lab assistant, Vril Dox II, who would go on to form L.E.G.I.O.N., and (although he never uses the name) is the post-Crisis version of Brainiac 2.

''Panic in the Sky
''

In the early 1990s, Brainiac returned with a vengeance in a storyline entitled "Panic in the Sky." He seized control of Warworld and managed to convince Maxima to assist him. Then he brainwashed Supergirl (Matrix) and the alien warrior Draaga before capturing Metron and setting off for Earth. Orion and Lightray of New Genesis attacked Warworld, but they were quickly taken down by Maxima and Supergirl. Brainiac sent the mental image of the New Gods captured to Superman in order to taunt him, and also sent his "headship" to Earth in a punitive expedition.

These acts prompted Superman to go on the offense rather than wait for the inevitable invasion. He gathered a coalition of most of the world's superheroes and launched a preemptive strike at Warworld before it could arrive on Earth. A small, elite force was left behind for any scouting forces that would be sent ahead. Superman led the attack on Warworld, where Supergirl and Draaga managed to shrug off their brainwashing and rally to Superman (although Draaga was killed in the fighting). Maxima would shortly switch sides in the fighting too, perceiving Brainiac as the true villain at last. Brainiac briefly took control of some of Earth's heroes, but it was not enough to turn the tide. Flash, Maxima, and the Metal Men attacked him in his lair, where Maxima managed to lobotomize him (but was stopped short of killing him). His vegetative body was taken back to New Genesis for observation.

Dead Again!
Brainiac would next emerge about a year after the death and return of Superman. After a dead body appeared in Superman's tomb, prompting the world to wonder if the Superman who was flying around was the original or a fake, Superman began to track down all of his foes who might be capable of such a hoax. While Brainiac was initially eliminated as a suspect, he soon turned out to be the true culprit, creating the illusion even in his comatose state on New Genesis. He managed to revive himself there and returned to Earth in secret. While hidden, he created even more delusions, causing Superman to question his very sanity before realizing who was really at fault. Superman and Brainiac squared off in Metropolis, where Superman taunted the evil villain, claiming that at heart he was really just Milton Fine, a cheap entertainer. This caused some break in Brainiac's mind where Fine's personality reasserted himself, burying Brainiac's. "Fine" was then escorted off to a psychiatric facility.

Brainiac's mind reemerged at the hospital. Brainiac's new plan was to lure Superman there where he managed to pull a " mind switch" on the Man of Steel. Brainiac's mind was put in Superman's body, while Superman's mind was put into the body of a 13 year old mental patient who thought that he was Superman. Brainiac, frustrated with the lack of mental powers Superman's body afforded, came up with a plan to download a vast amount of knowledge into the minds of all Metropolis citizens, thereby using them as a giant storage device. To that end, he built a new lair in the center of the city and sealed it off from the outside. Superman, in the body of the child, managed to infiltrate the city and switch everyone's minds into the right bodies. Unfortunately, this left Brainiac back in control of his original body, and he quickly blasted Superman with his psychic abilities. Luckily, the young boy whose body Superman had been in managed to save the day, reversing the flow of information Brainiac had created, jamming all of the vast knowledge into Brainiac. This left him nearly catatonic again, muttering in binary code.

Dead Again!
Brainiac would next emerge about a year after the death and return of Superman. After a dead body appeared in Superman's tomb, prompting the world to wonder if the Superman who was flying around was the original or a fake, Superman began to track down all of his foes who might be capable of such a hoax. While Brainiac was initially eliminated as a suspect, he soon turned out to be the true culprit, creating the illusion even in his comatose state on New Genesis. He managed to revive himself there and returned to Earth in secret. While hidden, he created even more delusions, causing Superman to question his very sanity before realizing who was really at fault. Superman and Brainiac squared off in Metropolis, where Superman taunted the evil villain, claiming that at heart he was really just Milton Fine, a cheap entertainer. This caused some break in Brainiac's mind where Fine's personality reasserted himself, burying Brainiac's. "Fine" was then escorted off to a psychiatric facility.

Brainiac's mind reemerged at the hospital. Brainiac's new plan was to lure Superman there where he managed to pull a " mind switch" on the Man of Steel. Brainiac's mind was put in Superman's body, while Superman's mind was put into the body of a 13 year old mental patient who thought that he was Superman. Brainiac, frustrated with the lack of mental powers Superman's body afforded, came up with a plan to download a vast amount of knowledge into the minds of all Metropolis citizens, thereby using them as a giant storage device. To that end, he built a new lair in the center of the city and sealed it off from the outside. Superman, in the body of the child, managed to infiltrate the city and switch everyone's minds into the right bodies. Unfortunately, this left Brainiac back in control of his original body, and he quickly blasted Superman with his psychic abilities. Luckily, the young boy whose body Superman had been in managed to save the day, reversing the flow of information Brainiac had created, jamming all of the vast knowledge into Brainiac. This left him nearly catatonic again, muttering in binary code.

''The Doomsday Wars
''

During his latest skirmish with Superman in Metropolis, Milton Fine's body was irreparably damaged, leaving Brainiac with only a short time to live. In order to preserve his life, he concocted an elaborate scheme: he had an agent of his, a Coluan named Prin Vnok, use a time machine to travel to the most inhospitable time in existence: the End of Time itself. Brainiac's goal was to rescue Doomsday, who had been left there by Superman and Waverider to ensure that he would never be a threat again [these events were revealed to have taken place due to the timeline's reconstruction following the events of Zero Hour, when the former (at that time) Green Lantern Hal Jordan, presently known as Parallax, broke down creation and the heroes were forced to trigger their own Big Bang to stop him; the reconstruction of time meant that Brainiac was able to change the outcome of Doomsday's defeat].

Seconds before the forces of entropy destroyed him forever, Doomsday was taken to safety by Vnok and returned to Colu. There, a terminally-wounded Brainiac transferred his consciousness into Doomsday's body, temporarily becoming the most powerful being in the universe, a genius psychic mind inside an unstoppable, indestructible titan. However, Doomsday's own raging mind would eventually overwhelm even Brainiac's will, forcing him to find another body. Attempting to use a human host to genetically engineer a Doomsday body without the mind while temporarily lodging in Doomsday's head, Brainiac chose to use Pete Ross and Lana Lang's newborn baby, born eight weeks premature and being transported by Superman to the best Neo-Natal Intensive Care Unit in the country. Brainiac intercepted Superman during the attempt and stole the baby to hurt his long-time foe, correctly deducing that it was the child of someone close to Superman. However, Superman thwarted Brainiac's plot by driving him out of Doomsday's body via the use of a telepathy-blocking 'psi-blocker' forcing Brainiac to adopt a robotic body, dubbed Brainiac 2.5, where he would be forever trapped as he couldn't abandon it.

Brainiac 13
At the turn of the millennium, Brainiac revealed that he had placed a sleeper virus in LexCorp's Y2K bug safeguards which was intended to dramatically boost his abilities. Instead, it allowed his upgraded future self, Brainiac 13 (or "B-13"), to arrive from the 64th century. Brainiac 13 began transforming Metropolis into the 64th century version of the city, which, apparently, he controlled. Although Brainiac 13 was able to gain control of all android superheroes, such as Red Tornado, Hourman, and the Metal Men, and use them against Superman, Superman discovered during a fight with the Eradicator that Brainiac couldn't cope with Kryptonian technology, giving him a plan to stop his old foe's greatest scheme.

With Luthor using a Kryptonian warsuit and aided by Brainiac's own past self (now possessing the body of Luthor's infant daughter Lena), Superman tricked Luthor into plugging himself into one of Brainiac 13's power conduits, claiming that Luthor would channel the energy through a Kryptonian matrix to destroy Brainiac. Aided by the revived Red Tornado, Superman managed to suck up the microscopic nanobots that composed Brainiac and transfer them into the warsuit, leaving Brainiac trapped in technology he couldn't understand or use. However, realizing his defeat was inevitable, Brainiac 13 seized his last chance for escape and gave control of Metropolis to Luthor in exchange for Lena/Brainiac 2.5, whom he forced to help him escape.

He returned to Earth during the Our Worlds at War crossover, in which Earth and its allies fought a multi-front war against Brainiac 13 and Imperiex. Brainiac 13 claimed to be allying himself with Earth, but this proved to be part of a complex plan to regain control. His chief aide was "Leniac", a green-skinned teenage girl with "control discs" on her forehead, suggesting the diodes of earlier Brainiacs (and identical to the forehead discs of the "upgraded" Brainiac 5.1 in the Legion of Super Heroes, and the Superman: The Animated Series version of the original Brainiac). Remaining behind the scenes for most of the conflict, at the moment when Imperiex's armor was cracked thanks to the sacrifices of Strange Visitor and General Rock, Brainiac-13 appeared on the battleground with Warworld, absorbing the Imperiex energies and vowing to use them to rule everything.

In a desperate gambit, Superman dove into the heart of the sun, thus gaining a massive power boost that enhanced his strength significantly. Rapidly realizing that Warworld couldn't be destroyed without releasing Imperiex and triggering another Big Bang, Superman and the Martian Manhunter formed a brief telepathic link to explain their new plan. With Darkseid's powers weakened, he would use Tempest as a magical focus for his abilities, empowered by the faith and strength of the Amazons, focusing the energy through Steel's new 'Entropy Aegis' armor (which was created from a burned-out Imperiex probe), and, with Lex Luthor activating a temporal displacement weapon, Superman would subsequently push Warworld through a temporal boom tube, sending both Imperiex Prime's and Brainiac's consciousness back 14 billion years to the Big Bang, destroying both villains through a combined effort. With her master's death, Brainiac 2.5 was expunged from Lena, who reverted to infancy, although the discs remained.

In Superman #200 (February 2004), Superman traveled into the future and battled Brainiac 12, learning that everything Brainiac 13 had done in the past had been designed to ensure things reached the point where Brainiac 13 would be created. Brainiac 12's defeat before his upgrade apparently reversed the advances Brainiac 13 had made to Metropolis.

Braniac 8
Recently, Brainiac used his "granddaughter", Brainiac 8 (aka Indigo), to kill Donna Troy in order to ensure the fate of Colu. Indigo then infiltrated the Outsiders until she attacked the team, along with Brainiac and his allies, Lex Luthor, and a brainwashed Superboy, who had attacked the Teen Titans. In the ensuing battle, Indigo died and Superboy broke away from the brainwashing, while Luthor escaped. While his ship was destroyed, Brainiac's condition and whereabouts after the battle are unknown.

In this storyline, it was revealed that Brainiac was able to utilize Luthor's secret facilities to restore the majority of his organic body. Brainiac 8 chided him for this act of vanity, explaining that, in her time, all of Colu had abandoned organics. Though it's unclear just what year she originates from, she must be at least a few decades removed from the early 31st century as Brainiac 5, of the Legion of Super Heroes, is an organic Coluan, as are other Coluans from that era.

When Brainiac 8 tells him that he must "discard [his] organics," Brainiac responds "Someday perhaps. When I've made Superman's home all but uninhabitable." During this scene, he glances into one of his tubes, revealing a robotic form similar to his pre-Crisis incarnation. Shortly after this storyline, the Teen Titans broke into one of Luthor's labs in order to procure a serum to save a dying Superboy. In this encounter, they discovered many failed attempts in cloning a new body for Brainiac, and fought the so-called Brainiac Alpha, a murderous, aborted clone.

Silver Age Brainiac in the Post-Crisis Universe
Later stories suggest elements of Brainiac's pre-Crisis history occurred in the post-Crisis character's history prior to his possession of Milton Fine and first encounter with Superman. The citizens of Kandor recall Brainiac stealing their city from Krypton, and not the alien wizard Tolos. It was not explained how Tolos got a hold of the "bottle city" from Brainiac. It had been speculated and later confirmed by Geoff Johns that Brainiac encountered the wizard and he stole one of the bottle cities from Brainiac's collection.

History of the DC Universe mentions his defeat by the Omega Men, as seen in Crisis on Infinite Earths itself, and noted a second Brainiac was created on a laboratory on Earth two years later. In The Silver Age: JLA, the Injustice League discovered numerous shrunken alien cities found in Brainiac's abandoned spaceship. Superman (Vol. 2) #200 reveals Brainiac, not Tolos, shrunk Kandor and took it from Krypton.

Brainiac's Updated Mechanical form
In the A.I. arc of Superman/Batman, Brainiac first appeared as a swarm of interlinked nanotechnological units. Its operation was to sabotage a Waynetech research facility accomplished by infecting Metallo with a computer virus and controlling him from orbit. Superman and Batman tracked Brainiac's signal to an orbital facility and attacked. Brainiac's nanoswarm body was destroyed, though he had infected the Metal Men during their previous encounter with Metallo. Brainiac proceeded to use them to acquire a prototype OMAC unit, which Bruce Wayne had developed from the OMAC Project through the use of Brainiac 13 nanotechnology. Superman and Batman destroyed the OMAC body with the aid of the Metal Men, after the Metal Men overcame Brainiac's control.

Powers and abilities
Brainiac is one of the most intelligent villains in the DC universe, known for having a "12th level intellect." The massive intellect allows for superhuman calculation abilities, enhanced memory, and advanced understanding of mechanical engineering, bio-engineering, physics, and other theoretical and applied sciences. Brainiac's advanced mental powers have shown him capable of possessing others, transferring his consciousness, creating and manipulating computer systems, and exerting some control over time and space. Brainiac has also created devices such as a force field belt and a shrinking ray capable of reducing cities. John Byrne's re-imagining of the character possessed telepathy and telekinesis which were further augmented by an electrode head-piece. Brainiac's multiple host bodies have shown an array of abilities such as superhuman strength, durability, and energy projection.

Other versions

 * Brainiac has appeared in the Justice League Unlimited spin-off comic book. His sole appearance was in issue #1.
 * In JLA: Earth 2, Brainiac is a biological organism enslaved to Ultraman, resembling a head in a jar capable of animating multiple robot bodies (resembling a green-skinned humanoid, much like the Earth-One version) at once. Unlike other reversals in the anti-matter universe, this version of Brainiac still retains the same motivations - that is to say, as a computer, he has no morality to be inverted.
 * In The Dark Knight Strikes Again, Brainiac is similar to his pre-Crisis self and allied with Lex Luthor. This version is headquartered in Siberia, is able to inhabit multiple bodies at once and blackmails Superman by threatening the inhabitants of the bottled city of Kandor.
 * In Superman: Red Son, he is responsible for shrinking Stalingrad (taking the place of Kandor). Superman apparently reprograms Brainiac and with Brainiac's help, goes on to win over most of the nations of the world to his Soviet utopia.
 * In JLA: The Nail, it is stated that Brainiac was destroyed by combined attacks from Black Canary and Black Lightning. In the sequel JLA: Another Nail, he is shown in one panel battling Superman during a retrospective of Superman by Lois Lane. This Brainiac resembles the skeleton-like robotic incarnation prior to Crisis on Infinite Earths.
 * In Superboy #62 during the Hypertension storyline that took place in an alternate reality in which the Conner Kent Superboy had grown to adulthood, Brainiac was killed in a battle in which him, Maxima, and Metallo fought against the adult Superboy (who went by the name Superman 2 but later changed it to Black Zero), Steel, and Supergirl.
 * In Justice, Brainiac teamed-up with Lex Luthor and the Legion of Doom to make the world a better place. Since the continuity bears a resemblance to the Silver Age, this Brainiac resembles the Earth-One version.

''The New Adventures of Superman
''

The standard pre-Crisis version of Brainiac (the green-skinned robot with skull- diodes) made his first in-film appearance in the episodes of the Filmation animated series The New Adventures of Superman. In this series, Brainiac was from the planet Mega whose entire population had perished in a series of atomic wars with the exception of one survivor, Professor Hecla. Hecla created Brainiac and sent him to Earth to use his shrinking ray to create a sort of "cosmic Noah's ark", by shrinking a male and female of each Earth species to take back to repopulate Mega. Brainiac appeared in several episodes of this series which began in 1966.

''SuperFriends
''

Brainiac would resurface in the Challenge of the SuperFriends cartoon, where he is voiced by Ted Cassidy (who was also the voice of Black Manta). He also appeared in a short episode, "Superclones", cloning Aquaman and El Dorado.

The mechanical version of Brainiac appeared in Super Friends: The Legendary Super Powers Show in the episodes "The Wrath of Brainiac" and "The Village of Lost Souls." In "The Wrath of Brainiac," Brainiac reveals that he sheded his earlier appearance when he worked alongside Darkseid. He next appeared in The Super Powers Team: Galactic Guardians, in the episode called "Brain Child." In those appearances, Brianiac is voiced by Stanley Ralph Ross (who voiced Gorilla Grodd in "Challenge of the SuperFriends").

''Superman: The Animated Series
''

In Superman: The Animated Series, Brainiac (voiced by Corey Burton, in the low-affect style of HAL 9000 and Vic Perrin's opening narration from The Outer Limits) is the supercomputer that ran most of the day-to-day operations on the planet Krypton. The distinct animated interpretation of the character is rated the 94th greatest villain of all time by Wizard magazine. [5] He senses the imminent destruction of Krypton, but rather than warn others, he chooses to save himself and the collected records of Krypton. In Brainiac's mind, as long as the records of Krypton existed, the loss of the planet itself and all its living inhabitants is an acceptable part of the natural order.

Brainiac eventually makes his way to Earth, under the pretense of a peaceful exchange of knowledge with Lex Luthor. Superman, however, discovers Brainiac's true intentions, and with the help of Luthor, defeats Brainiac. Brainiac is seemingly destroyed, but later episodes reveal that the data that Brainiac had uploaded to LexCorp's computers were not alien knowledge, but a copy of his programming. In the process, Superman finds out that Brainiac had destroyed and collected data from countless other worlds. Brainiac tries several times to revive himself, first by capturing Luthor and forcing him to build a new body, and another time by taking control of Bruce Wayne, prompting Superman to team up with Robin in order to find him, but is thwarted each time.

''Justice League
''

Brainiac re-emerged in Justice League's "Twilight", with him attacking Apokolips after Darkseid had suffered a major defeat at the hands of Orion. This prompts Darkseid to come to the Watchtower and ask the Justice League for help. The story was a ruse, however, one intended to lure the Justice League, Superman in particular, to Brainiac's mainframe. Brainiac's full plan was to assume the body of Superman for him to inhabit. Darkseid betrayed Brainiac, however, and in the subsequent battle, both the machine intelligence and Darkseid were destroyed.

''Static Shock
''

In the Static Shock two-part crossover episode "A League of Their Own", Brainiac, now reduced to a piece of alien metal kept in stasis, escaped confinement following a power failure at the Justice League's Watchtower. Static and Gear had been recruited by the Justice League to help recharge the Watchtower's generators, but Brainiac took over Gear's Backpack droid, and later turned Richie into a cyborg under his control. As Brainiac proceeded to use Richie's hands and technological skills to build a warship and take over the Justice League one-by-one with small implants inserted in the space where the skull joins the spinal column, Richie attempted to fight back and tell Static the means by which to defeat Brainiac: Backpack's remote control had an off switch. Static eventually discovered it and was able to stop Brainiac's scheme at the source, thus saving Earth.

The voice of Brainiac here sounds quite different, but it is still Corey Burton; the producers of Static Shock decided to pitch Burton's voice significantly lower for their show. It can also be noted that even though Brainiac is primarily a Superman villain, Superman does not appear with the Justice League in these two episodes.

''Justice League Unlimited
''

In the Justice League Unlimited episode "For the Man Who Has Everything", in a dream world Superman was experiencing when attached to the Black Mercy, Brainiac is still in his position as Krypton's monitoring system and the planet didn't explode at the time Superman was an infant. Kal-El noticed the same tremors that occurred in accordance to his father's theories, but Brainiac only dismissed them as minor tremors. It was soon proven wrong that Krypton was going to be destroyed.

During a previous encounter years before (in the Superman: The Animated Series episode "Ghost in the Machine"), Brainiac had delivered a nano-robotic probe carrying a portion of his consciousness into Lex Luthor. It began modifying Luthor's body, subtly controlling him into committing actions that resulted in a major story arc that occurred throughout the first two seasons of Justice League Unlimited. At the end of the episode "Panic in the Sky" and continuing into the following episode " Divided We Fall", Brainiac revealed himself to the Justice League, having planned to transfer himself into a duplicated form of Amazo which was destroyed by Amanda Waller. Escaping the Justice League, Brainiac took Luthor into the sewers, planning on continuing his mission of assimilating information of entire planets and then destroying them. Luthor, however, convinced Brainiac to see a bigger reality than just his mission. Arriving at a Cadmus laboratory, they assimilated nanotechnology from the alien Dark Heart machine (from the episode of that same name). Using the nano assemblers, they merged into a single entity possessing Brainiac's goals and approaches tempered by Luthor's ambition and cruelty, with the purpose of building a machine to absorb all knowledge, destroying the universe and recreating it in their image. (The ensuing battle featured a Brainiac skull-shaped spaceship similar to the one used by the pre-Crisis metal-bodied Brainiac). This version of Brainiac/Luthor was mostly gold and blue, and partially robotic. When the Justice League is defeated in battle, the Flash single-handedly defeated Braniac-Luthor by superspeed-punching Braniac/Luthor's outer robotic shell, leaving behind a dazed Luthor.

After the defeat, all that was left of Brainiac was a small piece of its body, which somehow came into the possession of Gorilla Grodd in the second season of Justice League Unlimited. Luthor himself continued to speak to Brainiac's consciousness, apparently still existing within his own mind. (However, it was never made clear if this was actually Brainiac's consciousness, or a product of an unstable Luthor's mind.) Urged by Brainiac to escape prison, Luthor was picked up by Grodd's Secret Society and convinced to join by the promise of getting his hands on the Brainiac fragment, with which he could reconstruct and re-merge with him. Though he eventually usurped leadership of the Secret Society from Grodd, Luthor remained unable to unlock the Brainiac fragment for some reason, and instead used it to locate the quadrant of the universe where Brainiac had been destroyed along with Darkseid. Using a combination of technology and magic, Luthor intended to re-integrate the surviving pieces into a new version of the android, only to wind up resurrecting Darkseid (who had been combined with small remnants of Brainiac; his armor now bore markings and technology reminiscent of Brainiac's), who then "rewarded" those responsible for his resurrection by attempting to grant them a quick death (by destroying the Secret Society's headquarters/craft with a single Omega Blast) and thereafter returned to Apokolips to begin his campaign against Earth, and subsequently New Genesis.

Luthor and the surviving Secret Society members returned to Earth and joined forces with the Justice League to stop Apokolips' attack on Earth, and Luthor claimed to no longer be able to hear Brainiac inside his head, although when Luthor was then transported to the Source Wall and recovered the Anti-Life Equation, it was claimed that only a "twelfth-level intellect" could accomplish this, and the only individual with this IQ is Brainiac. Ultimately, however, it was never explicitly revealed by the series' end whether or not Brainiac had ever truly existed within Luthor's mind after his discorporation or if Luthor was partially insane.

In The Future
In the year 2979, as it is revealed in the Superman: The Animated Series episode "New Kids In Town", Brainiac still lives and has made enemies of the Legion of Super-Heroes. During that time, it learned how to pass its code down biologically and created Brainiac 5; however, this iteration of the Brainiac identity turned out to be good, and joined the Legion in an effort to atone for the crimes of his predecessors. The original Brainiac traveled back to the past to kill the teenage Clark Kent before he would become Superman. (How he's known Clark Kent was Superman was never explained. He either had known all along and chose to keep that knowledge for himself, discovered it himself for sometime, or Superman revealed his identity to the world during the Batman Beyond era.) Thanks in part to Cosmic Boy, Chameleon Boy, and Saturn Girl, Clark defeated Brainiac, who was teleported into the sun, where it incinerated, destroying what may have been the last remnant of its original form for good.

When Supergirl, along with Green Lantern and Green Arrow, was pulled to the 30th century to help the Legion, she and Brainiac 5 began to fall in love, and Supergirl ultimately decided to stay in the 30th century, leaving Lantern and Green Arrow in the unenviable position of telling Superman that Kara had stayed behind partly because of her feelings for Brainiac 5, and of trying to explain why that is not a problem.

''Legion of Super Heroes
''

In Legion of Super-Heroes, Brainiac 5 is a descendant of the 1.0, the original Brainiac, who is an unwanted robot on his home planet. In the second season episode Message in a Bottle, Brainiac 5 ventures into the past to learn of the atrocities caused by his predecessor. Brainiac 1.0 confesses to Brainiac 5 that he has watched him since he came online, and offers Brainiac 5 a chip that he tells him is an upgrade that will open "new avenues of possibility", ending the statement with "The choice is yours." Brainiac 5 then downloads the information.

In the two-part series finale "Dark Victory", Brainiac 1.0 shows ever increasing presence over his descendant, trying to make him fulfill his destiny. It is revealed then that Imperiex purposely had Brainiac 5 take the upgrade so that he would become Brainiac and join his ranks. By the time he begins a full scale assault on the Legion of Super-Heroes, Brainiac 1.0 has fully taken over and obliterates his attacking forces with devastating new weapons. He then defeats various Legionnaires and badly wounds Superman with a kryptonite headband, one that appears to kill him. Brainiac then joins Imperiex but then betrays him, thanking him for unleashing his inner evil before killing him. He then reforms Imperiex's ship into a floating Brainiac skull and plans to begin anew his reign of "peace and order", nearly digitizing the entire Legion until Brainiac 5 forces him out of his body, discarding his cybernetics. However, Brainiac survives and uses Brainiac 5's Coluan armor to create a new body.

While the "Legion" show is not in continuity with the Bruce Timm DCAU, this incarnation of Brainiac is voiced again by Corey Burton.

''Superman: Brainiac Attacks
''

Brainiac returned in the 2006 direct-to-video animated feature Superman: Brainiac Attacks, where he was voiced by Lance Henriksen. Note that though the DTV was not intended to be in continuity with the DC Animated Universe by the filmmakers, it uses the same style of animation, and Warner Home Video marked it as such by using the Superman:TAS[clarify] ultimately leaving it up to the viewer to decide. The movie begins with Brainiac landing on Earth in a meteor. Brainiac goes around absorbing information until Superman destroys him with his arctic breath. However, Lex Luthor is able to save a piece of Brainiac and forms an alliance with the Kryptonian robot. Luthor gives Brainiac a new body, made from his satellite weapon. Brainiac is also equipped with a kryptonite beam and the ability to track Superman by his Kryptonian DNA.

Luthor and Brainiac's bargain revolves around Brainiac using his new body to destroy Superman, and afterwards, Brainiac would allow himself to be "defeated" by Luthor and leave for another planet so that Luthor would appear as a hero. However, Brainiac betrayed Luthor after he believed Superman was destroyed, but in the end, Superman returned to defeat Brainiac after a lengthy battle. This time, Superman made sure that this copy of Brainiac was completely destroyed.

Superman: Doomsday
Although Brainiac doesn't appear in Superman: Doomsday, a statue of his head was seen as a trophy in the Fortress of Solitude.

Justice League: The New Frontier
Brainiac has a cameo appearance in the animated film Justice League: The New Frontier. He is seen during the famous speech by John F. Kennedy.

Film
Brainiac has yet to make an appearance on film. However, the character has been considered for some Superman films in the pre-production stages.
 * Brainiac was considered to be the main villain for Superman III, along with Mr. Mxyzptlk, when Ilya Salkind made an early treatment. In the treatment, Brainiac was from Colu and has discovered Supergirl in the same way that Superman was found by the Kents. Brainiac is portrayed as a surrogate father to Supergirl and eventually fell in love with his "daughter", who did not reciprocate his feelings, as she had fallen in love with Superman. However, Warner Bros. rejected the treatment, and the final product featured a powerful computer as a major "villain."
 * Brainiac was considered as a villain in the scrapped Superman Reborn and Superman Lives film projects. Most notably, the villain was featured with Doomsday in Kevin Smith's version of the script, which was later discarded by director Tim Burton. Burton's own script included Brainiac's intellect bonding with Lex Luthor, as would later happen in Justice League Unlimited (and which had previously been seen in the comic book story Whatever Happened To The Man of Tomorrow?)
 * It was long rumored that the villian of the Superman Returns sequel would be Brainiac, but this was never confirmed.

''Smallville
 In the fifth season of Smallville'', Brainiac is introduced as a recurring villain, played by James Marsters. He takes the name of Milton Fine, posing as a professor at Central Kansas A&M University. Brainiac is mostly referred to by his assumed name, although Jor-El refers to him in the fifth season finale " Vessel" as the "Brain InterActive Construct", and Raya is the first person to call him "Brainiac" in Season 6's " Fallout." In the seventh season episode " Lara", Lara mentions that Jor-El created Brainiac in an attempt to save Krypton, though this is later contradicted by " Persona."

Smallville's interpretation of Brainiac is similar to the DCAU version; that of a self-aware computer in humanoid form with a Kryptonian origin. He can duplicate the standard array of Kryptonian powers, and is immune to kryptonite; however, he does need to recharge periodically. Brainiac can also interface with most technology, and is composed of a black, crystalline liquid which allows him to change shape and create fully-functional copies of himself which can operate anywhere on Earth. It is implied that the black Kryptonian spaceship which he emerges from is in fact his true form, while the Milton Fine persona and his clones are merely created to carry out his will. Brainiac loses the cloning ability, as well as the ship itself, at the end of the fifth season.

When first introduced, Milton Fine's primary function is to free General Zod from the Phantom Zone, and turn Earth into a suitable planet for Zod to rule. To this end, he takes on the guise of a professor of World History at Central Kansas A&M University, and hires Clark Kent as a research assistant. Fine gains Clark's trust using clever deceptions and his mimicked Kryptonian powers to convince Clark that he is a fellow Kryptonian. To free Zod, he infects Clark's adoptive mother Martha with a mysterious Kryptonian disease in the episode " Solitude", claiming that it is Jor-El's doing and that he must take him to the Fortress of Solitude to save her. Brainiac betrays Clark and opens a portal to the Phantom Zone, but Clark stops him.

Clark was intended to be Zod's vessel (Zod having had his body and spirit separated), but since Jor-El's spirit proved to be too strong in Clark, Brainiac was forced to turn elsewhere. He creates a special virus to change Lex Luthor into a suitable host, and then unleashes a computer virus that quickly infects every computer system on Earth, shutting down every bit of technology and causing widespread chaos. Clark is given a Kryptonian knife to kill Lex and prevent Zod's return, but he instead chooses to kill Fine. Ironically, this act is what allows Zod to be reborn, since the knife is linked to the Fortress. However, it does have the positive effect of eliminating Fine and all his copies. In the sixth season episode " Zod", General Zod, possessing Lex, transforms the black ship into a small hexagonal disk, and uses it to begin recreating Krypton on Earth. Clark uses heat vision to destroy the disk, leaving only a charred half of it behind. A Phantom Zone escapee named Baern later feeds off of the energy within the broken disk, reducing it to a pile of ash.

In the seventh season, Brainiac is able to reform from the ashes into a small amount of liquid crystal. By infecting humans and sapping their bodies of every metallic element, he is eventually able to regain his human form, though not his Kryptonian powers. When Bizarro finds Brainiac in an attempt to cure his weakness to sunlight, Brainiac manipulates both him and Clark into finding Dax-Ur, the Kryptonian scientist who invented him and is now living on Earth. Brainiac follows Clark and forcefully downloads the information he needs on how to fix his body from Dax-Ur's mind. Later in the season, Brainiac takes an interest in Kara, claiming that he is the answer to many of her unanswered questions. Unable to force Kara to go along with his demands, he attacks Lana Lang and rewires her brain, leaving her catatonic but supposedly in great pain. Since only he can reverse the process, Kara agrees to help him, and the two travel into space. Brainiac does not make good on this deal. Messages from Kara, dated some twenty years earlier, soon reveal that they actually traveled through time to Krypton's past, Brainiac's intent being to kill Clark as an infant. Clark is able to follow them through the Fortress, and Brainiac is apparently killed by Kara off-screen. However, Brainiac in fact imprisoned Kara in the Phantom Zone and posed as her to escape with Clark. In the episode "Arctic", he reveals Clark's secret to Lex while posing as Kara, and attacks Chloe once his secret is discovered. He does to her what he did to Lana, but her powers drain much of his energy. When he attempts to recharge, he is cornered by Clark. Clark defeats Brainiac and demands for him to release Chloe and Lana. Brainiac goads Clark into killing him, since it is the only way to reverse what he has done to Chloe and Lana. Clark rationalizes that since Brainiac is a machine, he is not actually killing anyone, and uses an overload of electrical circuits to disintegrate Brainiac.

James Marsters has expressed interest in coming back for Smallville's eighth season.

Books
The Silver Age Brainiac appears in The Last Days of Krypton, a novel by Kevin J. Anderson. This version is the Brain InterActive Construct, later renamed Brainiac by Commissioner Zod. Brainiac had admired the beauty and architecture of Kandor, and wanted to preserve the city from destruction should disaster strike Krypton as it did on his home planet of Colu. Zod permitted Brainiac's taking of Kandor, stating that Brainiac could have the city, as the rest of Krypton belonged to him. Brainiac's ship fired three lasers that pummeled the surrounding crust around Kandor and literally upheaved the city from Krypton's surface. A force field was then erected around the city which contracted, shrinking the city and its inhabitants. Brainiac departed without causing further destruction or seizing other Kryptonian cities.

Video Games

 * Brainiac was the main villain and boss in the 1992 Sunsoft game Superman.
 * In Superman 64, Brainiac, from the DCAU, appears not only as a villain and level boss, but also as a playable character in multiplayer.
 * Superman was forced to stop Brainiac and save the world after Brainiac kidnapped Lois Lane in the Sega Master System and Sega Genesis video game Superman: Man of Steel.
 * In the Xbox video game Superman: Man of Steel, Brainiac 13 is the final boss of the game. Players must compete against B13 drones throughout the game, before facing the android on the final level.
 * Brainiac is a featured major villain in the video game Justice League Heroes voiced by Peter Jessop. In the game, Brainiac first invaded STAR Labs and ordered a huge legion of robots to seal off the area. Batman and Superman head for STAR Labs, destroy Brainiac’s robots, and battle Brainiac. After the two superheroes defeat what they think is Brainiac, they discover that they have merely been diverted by a duplicate while another has raided the vaults of the lab, taking Kryptonian DNA and a chunk of meteorite. Brainiac hires Queen Bee, The Key, Killer Frost, Gorilla Grodd, and the White Martians to distract the Justice League. While the rest of the League fights and defeats the villains, a nuclear missile that Brainiac had Killer Frost previously launched, is fired at Mars in an effort to free the White Martians, who will invade Earth upon being rewoken. Superman and J'onn J'onzz travel to Mars to stop them from escaping; but this has been yet another diversion from Brainiac who, anticipating their success, took the opportunity to steal vital equipment from the White Martians.J'onn is ambushed by Doomsday who was previously recruited and cloned by Brainiac and takes him prisoner and takes over control of the Watchtower whilst Brainiac steals a Mother Box from the League's vaults. Regrouping in an emergency bunker, the League manage to retake the Watchtower, free J'onn and defeat the real Doomsday, before discovering that the foes and distractions that they faced was all part of a plan to distract the League while Brainiac continues his work to unlock power from the chunk of meteor rock that he previously had his robots steal from STAR Labs and traveling to the real Brainiac’s lair. The League split into teams. Superman and Flash were one of those teams. Superman and Flash find Brainiac’s control room. After Superman and Flash defeat Brainiac’s robots, they fight Brainiac. Although Brainiac managed to subdue Flash, Superman overpowers Brainiac, and defeats him. Seemingly defeated by Superman, Brainiac suddenly returns to life as the Mother Box he has stolen activates - and screaming, he is absorbed into Darkseid, released from an interdimensional prison created by a Sensory Matrix Field Generator, who has been manipulating Brainiac all throughout.

Cultural references

 * The band The Dukes of Stratosphear, an alter-ego for XTC, released a song called "Brainiac's Daughter" on their 1987 album Psonic Psunspot. The lyrics include references to the bottled city of Kandor and the Daily Planet. Songwriter Andy Partridge has said of the song: "Right, well, Brainiac is the character in the Superman comics, the evil genius with the green skin and the sort of lightbulb screwed in his head. He was like a Martian Lex Luthor and I thought he'd be a wonderful psychedelic subject to write about, and his potential daughter: I don't think he had one but if he had she would have been, well, colorful, mauve and purple." This reference eventually came full circle when Alex Ross and Mark Waid created a background character named "Brainiac's Daughter" in the 1996 limited series Kingdom Come. The band Royal recorded a cover version of the song for the 2006 compilation album Sound of Superman, released by Rhino Records in conjunction with the opening of the movie Superman Returns.

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