With Action Comics #866, readers got their first peek into the world of an updated Brainiac, the Superman villain who has plagued the hero's life for dozens of comic book stories.

With pencils by Gary Frank giving the character a creepy, horror slant, the story by Action Comics writer Geoff Johns is both reintroducing classic elements of the villain while modernizing the character. His collection of bottled shrunken cities littering his spaceship, the Brainiac in this issue had the feel of something cold, uncompromising and relentlessly powerful.

Promised in solicitations as the story arc that will build up to the "Superman event of 2008" -- which Johns and Superman scribe James Robinson have indicated will include a crossover between their titles and the Supergirl ongoing -- the Brainiac storyline also re-introduced a supporting cast for Clark and Lois Kent at the Daily Planet, as well as foreshadowing a turn for the worse in the lives of Jonathan and Martha Kent.

Newsarama talked to Frank about his Brainiac redesign, how he distinguishes Clark Kent from Superman, and what he and Johns hope to achieve through this story for both Brainiac and Superman himself.

Newsarama: Let's talk first about this update of Brainiac. What can you tell us about the way you approached drawing these scenes featuring Brainiac?

Gary Frank: Geoff and I speak quite a lot before and during each issue and we tend to have a pretty good idea what needs to be happening. Geoff was very clear that this Brainiac must, above all else, be scary. He talked about [artist H.R.] Giger being a good starting place, so I went with that. I thought it was important that everything associated with Brainiac should have a particular flavor so if, for instance, Brainiac's bicycle showed up in issue 999, it would be immediately clear where it came from. If something it is black, shiny, bio-metallic with pink strip-lighting, it's probably Brainiac's.

After that, we talked about how Brainiac himself would be portrayed. We basically have a guy who doesn't move for centuries but lives an internal life of the mind. I thought it might be cool to give him something like a cocoon. When we were dealing with Colu in the last arc we talked about a society that functioned almost like a beehive or an ants' nest so the insect parallels were already suggesting themselves. As for Brainiac out of the cocoon, that was a little more complicated. At first I wanted to just do an update on his original look but It just came out looking way too camp (I later sent the sketch to everyone else for a chuckle and it has since become known as "Disco Brainiac") which was not really where we wanted to go.

I won't go into too much detail about the final solution since it has yet to appear in the book.

NRAMA: As the city of Kandor was ripped from Krypton in the opening scene, were you going for a horror sci-fi movie feel? Is this what Brainiac represents?

GF: Yes, definitely. Brainiac is unstoppable, implacable destruction. You cannot appeal to Brainiac for mercy. He just takes and destroys. That's it. We wanted to show the human consequencs- the death, the destruction of families etc. These things arise not from spite or anger or revenge. This is just what Brainiac does. If he shows up on your doorstep, this is what will happen as sure as night follows day and you don't even have to piss him off first.

NRAMA: The Brainiac ship and figure we see at the end of the comic has a more creepy feel about it. What was your approach to this scene and why?

GF: It was really based on the old version of the ship but with the new design language applied. It's still essentially a flying skull with tentacles but we've carried over the dark, more organic looking elements. There should always be a feeling that a piece of Brainiac-tech may or may not be alive.

NRAMA: There's a lot of detail in these robotic figures. Did it take you forever to draw this stuff? Or what's the bigger challenge -- getting the figures right, the emotional reactions right, or drawing all the tiny parts of a robot?

GF: Yeah, that was all a huge mistake on my part. I had a lot of fun drawing this very heavily detailed stuff on the first few pages and then realized that I'd made a rod for my (and Jon's) back.

Seriously, yeah, it takes a lot of time to get that surface detail in. I don't know if I'd say it's harder than drawing figures or emotions but it's certainly more time consuming. There's more satisfaction in nailing an expression or a piece of body language, though. With the robots, the only satisfaction comes from knowing that I'm keeping Jonathan Sibal from a life of crime (he won't have time).

NRAMA: In the Daily Planet scene, your pencils bring to life Clark Kent in a way that makes his character distinct from the character of Superman. Do you see them as different characters when you draw them? What is the difference visually?

GF: Oh, the big debate. This is the one subject guaranteed to rile a portion of Superfandom. For some reason, Superman seems to be held to higher standards on the subject of secret/super identities than other superheroes. No one ever says "Peter Parker was a nerdy kid. He can't possibly be Spider-Man, attract a good-looking gal, work in a newspaper, etc." And no one gets hung up on whether his nerdiness is a disguise.

For some reason, a lot of people can't get their heads around a guy who is confident and secure in one sphere of his life and yet feels awkward in another. I personally know a guy who could almost be a blueprint for this type of character.

The way I see it, there are a number of factors which are responsible for the contrast between the two identities. First, but perhaps least important, is the fact that he needs to be the last person one would suspect of being Superman. So this is the reason for the more extreme acts of clumsiness/goofiness. He consciously wants to make a specific impression.

Secondly, there is the environment that he grew up in. He was brought up in the country by good, honest folks. He suddenly finds himself in the big city working in an extremely high-pressure environment full of office politics, back-biting, etc. Naturally he is something of a fish out of water.

Finally, he is Superman. He can level cities and go toe-to-toe with gods. These are not necessarily the skills that are going to help you get through the day in a nine-to-five workplace. He finds himself surrounded by people who are all at least as proficient as he is at making their way in this environment. Plus they all have motivations and drives that he, in his simple, honest goodness, is going to have a little trouble understanding. Clark always sees the best in (and expects the best from) people so he is often going to be a little confused by the reality.

In short, Superman exudes confidence because history has shown him that he will almost always win out if he keeps going. Clark, on the other hand, has learned that dealing with people can be confusing, disappointing and nowhere near as easy as punching things.

I think it's a mistake to try to pin-down one particular reason for a person's personality. Don't we all, for many reasons, act differently in different circumstances and with different people?

NRAMA: That was a great shot Clark made with the donut. When Clark Kent plays trash can basketball, does he always make it?

GF: Every time. He is Superman.

NRAMA: The classic shot of Clark taking off the glasses and loosening his tie to show the Superman symbol on his chest -- it's given a whole page here. Is there an effort on your part (and Geoff's) to make this comic feel iconic? Some people see that as a weakness of Superman -- he's iconic to the point where he's almost boring. Do you disagree? Is this iconic moment a strength, as it seems to be played here with a full page?

GF: Oh, certainly. The iconic thing is only a problem if people think they have seen it all before, but Geoff is probably the best writer in comics at the moment at returning characters to their iconic cores while, at the same time, completely refreshing them. There are a lot of elements that have accumulated around the character over the years which have had the effect of obscuring what was originally at it's core.

Again, we are moving into controversial territory here, but a good example is when Clark was "retconned" (horrible word) into the school's athletic hero. Now, at that point, he didn't know that he was from Krypton, but he did know that he had superpowers. So the question arises, "What kind of guy, knowing that he has superpowers, goes out and beats regular kids in order to make himself the schools's star athlete?" You could answer "Troubled" if you were being very charitable or something a little stronger if you weren't, but it certainly isn't the kind of thing you'd expect from Superman. Forget the red herring about the possibility of injuring other kids. Even a young Superman should be beyond that kind of egotism and narcissism. It would take a more heroic person to pull back from using his power and take the flak.

And yet, many readers cannot accept a hero that is "uncool" in any way, even in his distant past. Personally, I think it makes the character more relatable and brings him closer to humanity.

NRAMA: We were re-introduced to the supporting cast of the Daily Planet in this issue in a five-page scene that takes place in a conference room. How did you keep that scene from feeling like talking heads?

GF: Again, Geoff and I talked about these characters a lot. By the time they hit the page they had taken on a life of their own and it was possible to see how the they would look and behave in these situations.

NRAMA: The way you drew Cat said volumes about who she is now. Can you describe the character and what you were trying to say about her in your choice for her look? The barrettes, the earrings, the lacy bra...

GF: Cat is all front. For several reasons (the death of her son being one) she has chosen to rebuild herself. Her role as the flamboyant Gossip Columnist has led to a persona that is all about distraction and assumed sexuality. It is a great way of dealing with- and manipulating- men, as I'm sure we've all seen in real life, but I don't know how much of it really touches her. I mean, I don't know how blurred the line is in her own head between the reality and disguise. Have you ever seen an outrageous, over-the-top personality and thought, that person is is crying inside?

NRAMA: In upcoming issues, will the Daily Planet characters play a bigger role in Clark's life? And is that something you're enjoying drawing?

GF: It's the stuff I enjoy most. I love it for it's own sake but, as a story-telling technique, it serves to make the people involved seem more grounded and human. You care more when Superman is in danger if he seems more real to you. And the way to make him more real his to have him interact with other people.

NRAMA: The wind is clearly changing on the Kent farm in this issue, and the cover for September's issue featuring Pa Kent with his son under a foreboding Brainiac-filled moon doesn't bode well for the Kent family. Is it safe to assume there will be something important happening with the elder Kents over this story?

GF: It is.

NRAMA: Future solicitations say that the "horrors within Brainiac's ship are nothing compared to the alien behind it." In the confrontation between Superman and Brainiac, what are you hoping to show about Brainiac as a Superman villain, and what do you think he'll mean to Superman when this arc concludes?

GF: Geoff's plan is that Brainiac will be up there with Lex Luthor when this is finished. I can't say too much but, on a personal level, Brainiac will be elevated way above the rest of Superman's Rogues Gallery.

NRAMA: There is a lot of talk about what's coming for Superman in 2008, including word of a crossover between the two Superman books and the Supergirl title. Can you tell us anything about that and perhaps alleviate fears some readers have about crossovers?

GF: The scare story that is going around is that, from now on, you'll have to read all three book s in order to follow them. This is not true.

There will be specific crossover stories but they will be well-flagged so that readers can be on board or not. Around those specific stories, the books will be able to be read as regular contained stories.

The main thing is that there is a feeling that the Superbooks need to be more coherent. The Superman in Action must be seen to be the same guy as the one who appears in Superman. Consequently, events which affect the character in one book must also be seen to have occurred in the other book. It's all about trying to create some unity and clarity around the character.

NRAMA: How long are you on this comic?

GF: I'm on the book beyond this arc but, more than that, it's hard to know in this business.

NRAMA: As part of the Superman team now, what are you hoping to achieve for the character and his world? And what can you tell us about how you and the other members of the team are achieving that?

GF: Geoff has done a wonderful job so far of moving the character back to his core. The fact is that Superman isn't around because he is the oldest superhero. He's still around because he is a gret superhero. He's the guy that spawned the entire genre and that didn't happen because it was a mediocre idea. Even though his popularity has slipped over the years, there is, at the heart, a fantastic character with a great supporting cast that can be relevant without throwing out the baby with the bathwater. If you look at Green Lantern I think it's clear that Geoff really understand where the gold is with these classic characters.

People talk about things like the relative strength of Superman of the years and I agree with those that believe Superman should be the most powerful of all of the superheroes in the DC universe. Certainly, I don't think he needs to be powered down in order to make interesting stories. But, at the same time, I think it's missing the point a little.

I'll put it another way. When Captain America is in a room full of Marvel superheroes, he is always Top Dog, even though his powers are pretty modest. He could be stood next to Thor, Iron Man, whoever. He is the one that everyone looks up to. To me, that is Superman, too. Even de-powered in the Legion arc, he was still Superman. Still Top Dog.

For me, I want to see Superman where he belongs. At the very top.

At the last page of that issue, I notice that Brainiac was sort of 'drooling' I wonder what it could mean?