Now, this was a noteworthy issue of SUPERMAN for a number of reasons. In addition to being the first time that the Man of Steel’s two most persistent enemies, Lex Luthor and Brainiac, met and teamed up, it also introduced an entirely new backstory for Brainiac–up to this point, he’s simply been an alien space pirate with a predilection for shrinking and bottling cities. It was also the very first sale of a young Cary Bates. Bates had been in correspondence with a number of DC editors, including SUPERMAN editor Mort Weisinger, and learning that the covers were created first and then a story was written around them, he submitted several cover ideas to Mort. This was the first one that Mort purchased, although he didn’t allow Cary to write the story based on it. That step would come a bit later, after Cary had proven his skills to the older editor.
The actual story wound up written by Weisinger mainstay Edmond Hamilton, and illustrated by Curt Swan and George Klein, a strong pair. And the whole thing takes up the entire issue in what Weisinger had coined earlier “A Great Three-Part Novel!” While many of the novel-length stories were devoted to Imaginary Stories set apart from continuity, and which needed the extra length to explain all of the alterations to Superman’s history, this particular adventure was “genuine”, and counted towards the Man of Tomorrow’s modern day exploits. It’s one of the best stories produced during this period, and perhaps the last truly excellent story of the Weisinger era.
The first portion of the story is largely devoted to Luthor, who breaks prison once more and heads to his secret Luthor’s Lair headquarters to plot his foe’s destruction once more. His first attempt, to shoot Superman down with a warhead containing Green Kryptonite, fails utterly, and Luthor realizes that he’s going to need help in his Anti-Superman campaign. Scouring the cosmos for advanced intelligences, Luthor winds up learning the secret history of Brainiac–that he was the robotic creation of a far-off Master Computer on another world, and only crafted to appear human as an agent of conquest. Luthor also learns of a way in which he can increase Brainiac’s intelligence level from it’s current Tenth-Level setting to a much more powerful Twelfth-Level. Sounds like bad news for the Man of Steel.
The Metropolis Mailbag letters page appears here, and Mort uses a good portion of its space to tell a fanciful version of what led to the changes in Brainiac. DC/National had been contacted by the creator of the Brainiac computer kits and informed that their use of the Brainiac character constituted trademark infringement. National and the manufacturer were able to work out a deal (one that almost certainly involved some manner of one-time payout) and as an adjunct to that, the Brainiac character was transformed into a computer intellect as a way of reminding readers that there was a Brainiac computer kit that they themselves could purchase and build. I don’t know how likely that really was to happen, but it got the guy off their backs and allowed them to keep using Brainiac, so things all worked out. The page also includes a letter from E. Nelson Bridwell, who would become Weisinger’s long-suffering assistant editor in the not-very-distant future.
Having decided to make Brainiac his ally, Luthor’s first job is to locate the space pirate. He finds Brainiac incarcerated on a far-off world, where Superman has imprisoned him. At first, it seems as though even Luthor’s devious mind won’t be able to find a way through the Man of Steel’s security, but Luthor is able to free Brainiac after realizing that the Metropolis marvel would have built in a contingency to release him if Brainiac’s life was in imminent jeopardy. Luthor tells Brainiac that he’s aware of the villain’s true history and offers to increase his intellect. Luthor performs the operation, but also installs a failsafe device in Brainiac’s mind to prevent his green-skinned ally from turning on him, as he attempts to do almost instantly after he is reactivated. Now the two are a team.
The pair head out on a tour of the universe, picking up the components and materials they need to spring their deadly trap along the way. Luthor makes a stop off at the planet where he’s considered a hero (but which has not yet been renamed for him) and refuses to steal from the inhabitants, much to Brainiac’s dismay. Also sad for the computer mind, his own civilization has risen up and destroyed the computers that had dominated them, including the Master Computer that created Brainiac.So he is the last of his kind. When they are ready, the pair lure Superman to a remote world, where Luthor is able to expose the Man of Steel to a gas that removes his super-powers, and Brainiac uses his shrinking ray to reduce him to the size of a plaything.
In order to justify the cover scene, the duo imprisons the powerless Superman inside a birdcage while they plot out their next move. Of course, the two of them can’t agree on how to finish off their mutual foe in the most satisfying manner, and this gives Superman enough time to extricate himself from his prison. While that’s going on, Brainiac has tricked Luthor into being hypnotized by a device he’s built, claiming that it would be the perfect thing to use to destroy Superman. With Luthor now under his power, Brainiac orders him to remove his safeguard from the computer being’s brain. He also compels Luthor to forget all about his true nature. Unaware that his hold over Brainiac is now gone, Luthor is aghast to find that their captive has slipped away while they weren’t looking.
The pair swiftly locates Superman and recaptures him, but not before he’s able to fire off an SOSO rocket towards Kandor, where the Superman Emergency Squad, a team of tiny Kandorian citizens pledged to help out the Man of Steel in times of peril, is waiting. The tiny army of super-powered men is easily able to capture both Luthor and Brainiac and to rescue Superman–though they can’t seem to rouse him from the coma he was place din by the villains. Now Brainiac, the menace that reduced their city to a bottled exhibit, is finally in their hands, and they put both he and Luthor on trial. In order to save himself, Brainiac offers to restore Superman if he and Luthor are permitted to go free. The entirety of Kandor votes unanimously to take the deal, and though Superman feels they shouldn’t have sacrificed their vengeance for his sake, he’s honor-bound not to pursue and try to capture the retreating villains. And so, Luthor and Brainiac go their separate ways, but there’s a hint that they may unite forces again in the future. The final page includes this year’s Statement of Ownership, but as it doesn’t contain any sales data, as these things would usually do, it’s only of limited interest to us.