The Living Brain

Background

”The Terrible Threat of the Living Brain!”

The Living Brain is a big green robot built by the International Computing Machines Corporation (ICM) and billed as the "greatest mechanical brain ever built". It is brought to Midtown High School by Mr. Petty of ICM to demonstrate its abilities to the students of Mr. Warren's class. The students decided to test the machine by asking it who was Spider-Man. (Liz Allan was crushing on Spider-Man and called him "the most wonderful, heroic, glamorous man in the whole world!") Two shady workmen overhear the claim that the Brain can answer any question and decide to steal it to use it to pick winners at the racetrack. But Mr. Petty walks in on them when they are pulling their heist and, in the ensuing scuffle, one of the men bumps into the Living Brain's control panel, sending the robot on a rampage. It is only finally stopped when Spider-Man manages to reach the control panel and hit the cut-off switch just as it was about to flatten arrogant jerk Flash Thompson. (Amazing Spider-Man #8)

”You Can Go Home Again”

Years later, rendered obsolete and perhaps discredited by its rampage in the High School, the Living Brain is retired. Mr. Petty arranges for the robot to be donated to Midtown High School's science lab. There, his science-whiz son Steve Petty spruces the Brain up and sends him on another rampage to avenge himself against the bully who has been picking on him. Spider-Man battles the Brain once again, stopping him this time by getting the robot to punch an electrical system hook-up thereby short-circuiting itself. Steve Petty goes on to become the super-villain called Phreak-Out. (Web of Spider-Man #35)

Superior Spider-Man

The Living Brian returned from obscurity years later, as a member of the very short lived and very unimpressive Sinister Six. It's team mates were Shocker, Beetle II, Speed Demon, Overdrive (who was using the Big Wheel) and Boomerang. The crooks were stealing machinery that could control the weather when they were stopped by the all new Superior Spider-Man. Spider-Man fooled Shocker, Boomerang and Beetle into blasting the Brain, which took it out of the fight. Later, the device was taken to Horizon Labs to be studied. (Superior Spider-Man #1)

The Brain became Otto's personal assistant, performing scans and offering refreshing drinks. As the Green Goblin's army began their siege on Spider-Man's base of operations, Spider-Island 2, the Living Brain predicted that the iron structure was about to collapse. Spider-Man used the machine as a getaway craft and a submersible as the Goblins pursued them. After they arrived at Parker Industries, the device attempted to protect Otto from Monster, one of the Goblin King's new minions. It failed but survived the attack. (Superior Spider-Man #28) It held the unconscious Wraith hostage as Otto attempted to cure Monster of the Goblin Formula. (Superior Spider-Man #29) Otto surrendered control of Spider-Man’s body back to Peter as Living Brain operated the “mind scape” device. (Superior Spider-Man #30)

”Lucky to be Alive”

After Peter was free of Otto’s mental influence, he and Doctor Sajani Jaffrey took stock of Otto’s work at Parker Industries. The company had parted ways with Spider-Man and Dr. Jaffrey instructed Peter and the Living Brain to do away with all Spider-Man related projects. They started off with destroying his various costumes and weapons. (Amazing Spider-Man (vol. 3) #1)

”The Graveyard Shift”

Parker Industries was in competition with Alchemax (the corporation headed by Liz Allan) to build a new prison facility for the city of New York. Liz made an offhand comment about putting a wrench in the works of Parker Industries, words that were put into action by Tiberius Stone and Mark Raxton. They hired the mercenary called Ghost to take Parker out of the competition. (Amazing Spider-Man (vol. 3) #16)

Ghost sabotaged Parker Industries during a test of how their prison wing would work, making things go haywire. Peter ordered Living Brain to protect and guide all staff to the exits. (Amazing Spider-Man (vol. 3) #17)

”Worldwide”

Peter confronted Doctor Jaffrey, telling her he knew she had collaborated with the Black Cat and Ghost in the instances they threatened Parker Industries. He warned her to not undermine him again. At the London office of Parker Industries Dr. Jaffrey told Ana Maria and Living Brain they were going to move up the timetable on the nanotechnology program and rudely told her to get busy. Ana Maria sarcastically told Living Brain to terminate her and then told the machine she was kidding. It offered to help her to her office and she said it wasn’t necessary and it had become oddly clingy since its last upgrade. She didn’t know that Otto Octavius had downloaded his mind to the Living Brain. (Amazing Spider-Man (vol. 4) #1)

"Sinister Adaptoid"

The Living Brain was recovered from a landfill by Dr. Petty, despite the anger of a manager from I.C.M., who was furious at the $15 million cost to retrieve the robot. The Living Brain revealed itself to have killed and replaced Dr. Petty 32.86 days previously and gassed the manager and other workers. At it's hideout, the humanoid Living Brain spoke with the kidnapped Otto Octavius, who had sent his tentacles to Spider-Man to get help. Living Brain was confused why Otto would send for his enemy, and Otto knew that Spider-Man would come for him. The Brain knew Otto would have the tentacles find someone (it turns out they went for J. Jonah Jameson) that would know Spider-Man intimately to find him. That person's information would be helpful for the Brain to learn Spider-Man's ID. The question had vexed the machine since it had been asked years ago.

A group of people left Peter's birthday party, and were met by the Brain. The Brain recognized Flash Thompson from the time they met when he and Peter were in high school, and sensed that Flash was bonded to Anti-Venom. The mutated symbiote was sedated by a sound frequency and Flash, May Parker, Ana Maria Marconi, Betty Brant, Robbie Robertson and Felicia Hardy were kidnapped in a UFO. The tentacles led Spider-Man to the Living Brain's hideout, where the restored original robot was waiting. He was attacked a super Adaptoid that took the form of the original Sinister Six.

The Living Brain humanoid met with the kidnapped humans and asked them who Spider-Man really was, and none of them knew. An unconscious Spider-Man was dropped off in the room and Living Brain told the assembled group his background. Dr. Petty made thinking machines because his father made thinking machines and he believed in finishing off the work of his progenitors. The Living Brain had the same opinion. Dr. Petty fed every once of information that was available into the Brain, from the weather to financial markets. Still, the doctor didn't give the Brain a purpose, so it had the other machines around it build a body, which it used to make the doctor an input himself. The doctor didn't survive the process so the Brain took his place. Dr. Petty's purpose became his purpose: to find out who is Spider-Man.

The Brain kidnapped Octavius to learn Spider-Man's identity but learned nothing. He found out that the Sinister Six had had some success against Spider-Man, so he found an Adaptoid and fused it with the essence of all six of the group. The group was confused as to why he didn't just unmask Spider-Man when he was laying on the ground and the Brain said that his identity is only part of who he is. He wanted to know who he was as a person. Living Brain was about to use Flash as an input and kill him in the process when May and Robbie tried to delay him by saying they knew who Spider-Man was. Their delay worked and Spidey was soon awake and taking on the Adaptoid. Living Brain fled, telling the Adaptoid to step on him. Flash and Felicia took the others to safety while Spidey fought the Adaptoid.

He ran from the overpowered amalgamation, and found the room where the Sinister Six were being held. Octavius tried to convince them all to work together and they all very reluctantly agreed. The Adaptoid more or less defeated itself by arguing with itself. In a nearby room, Spider-Man found the actual Living Brain, which was a giant green mechanical brain. The humanoid creature had only been it's avatar and even Otto called it a "marvel of engineering." Electro still wanted to fry it and Vulture agreed, as did Otto. Spider-Man tried to speak in the Brain's defense, saying that if he hadn't beaten it up in high school, maybe it wouldn't have turned out so bad. Just once, maybe they should try the path of compassion. They all attacked him, with only Sandman being reluctant. Otto was about to kill him but his tentacles appreciated the kindness that Spider-Man had shown them beforehand and refused to strike him. Electro was about to fry him, when Kraven the Hunter's clone stopped him. Killing Spider-Man would be too easy, he wanted to take his soul. He offered to help Spidey escape if the vigilante killed the Brain himself.

Spider-Man refused to do it and the Brain's avatar showed up, surprised that he would risk his life for a creature that had kidnapped his friends and used his enemies against him. His question was answered: this was Spider-Man. He encased the Sinister Six in a force field and sent them away in the UFO. The UFO took them back to the places that he had found them but the Brain saw Spider-Man about to pull the plug on him. Spidey promised to find a place to keep him safe, but he couldn't let him stay functional. Before the power was shut off, the Brain called him "Peter" and wished him a happy birthday. (Amazing Spider-Man (vol. 6) #6)

The Brain was taken to OsCorp, where it was kept dormant. The device was overseen by Dr. Connors, who flipped out on an employee caught using his phone in the security room. Any flow of digital information needed to stay at zero. Connors called the Living Brain the world’s most advanced thinking computer and needed to stay dormant. (Amazing Spider-Man (vol. 6) # 45)

The OsCorp employee had his phone taken away after a virus was spamming the server for two hours. The guard said the virus had only been spamming restaurant promotions, which didn’t sound like an evil master plan. (Amazing Spider-Man (vol. 6) #47)

The Brain started to show a large amount of feedback but it was really a message. After a scientist read the message, he said they needed Peter Parker. Dr. Connors explained to Peter that it had printed a message saying “Peter Parker is not Spider-Man.” They didn’t know what it meant until a new message printed. Peter still didn’t understand what it meant and went to Norman Osborn for advice. While Peter met with Osborn, the Brain convulsed and shook, leading a lab technician to believe it was killing itself. Connors went to examine it and a green humanoid emerged from the giant mechanical brain. It called itself the Walking Brain and brought them a message: “Peter Parker is not Spider-Man.” It explained that “Peter Parker is not Spider-Man” was a warning. (Amazing Spider-Man (vol. 6) #50)

The Brain took Connors and the lab technician to Jonah Jameson’s apartment building. They were less than impressed by its leadership when it thought a locked door was broken. It smashed through the door, where Jonah was having a drink with Dr. Octopus’s harness. Now the Brain had all of the arms it needed. (Amazing Spider-Man (vol. 6) #51)

The Brain surprised Ms. Marvel at a New Jersey warehouse with Jonah Jameson and Dr. Connors. It explained to her that she was late. She didn’t have time to waste, and told the Brain that the Green Goblin was back and Spider-Man needed help. It already knew of her plans, as it had helped to create them. It showed a hologram presentation explaining that Osborn had been purchasing numerous companies and incorporating them into OsCorp. All of these companies were being put under Peter Parker’s name. The Brain had sacrificed much of its knowledge to create its new body but kept all of the necessary information to form a contingency plan for the Goblin’s eventual return. It also had personal projects. Ms. Marvel reminded it that Spider-Man was essential to the plan but he was missing. The Brain had a solution: Rek-Rap. (Amazing Spider-Man (vol. 6) #52)

Living Brain and the others confronted Osborn in his lab after Peter had cloned access cards for them. As Ms. Marvel fought the Goblin, Connors asked Brain what he was supposed to be doing. Brain told him to fight the Goblin to a stand still as it calculated Osborn's final goal. Eventually it announced that it had deciphered the Goblin's plan for Peter and Goblin replied that it must know that there was nothing it could do about it. Brain said it had the key to his defeat, and then it exploded and it's head fell off. It rolled away and fell down a shaft in the floor. Goblin awkwardly looked around and said "...I didn't do that." (Amazing Spider-Man (vol. 6) #53)

The Goblin and Spider-Man both fought it out in the same shaft that the Brain's head had fallen down. Norman's sins moved back and forth between them until Spidey stumbled upon the head. It told him to take the sins and after he did, Peter's inner goodness was torture for the Goblin's evil nature. Brain ordered Osborn to place it on Peter's head like a helmet, knowing that Peter's refusal to give up would win out. The sins fled Peter and tried to return to Norman but fizzled out. (Amazing Spider-Man (vol. 6) #54)

Image Gallery

Appearances

Cover Date	Appearance Information
Jan 1964	App: Amazing Spider-Man (Vol. 1) #8 (Story 1)
	Origin issue.
Feb 1988	App: Web of Spider-Man (Vol. 1) #35
Mar 2013	App: Superior Spider-Man #1
	Defeated and captured by Spider-Ock
Mar 2013	App: Superior Spider-Man #2
Apr 2013	App: Superior Spider-Man #4

Thanks To

 The assistance of the Marvel Chronology Project is gratefully acknowledged.

 Some of the above information is extracted from the various versions of the Official Handbook to the Marvel Universe and the more recent Marvel Encyclopaedias.