Action Comics v1 276

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Action Comics v1 #276
Story 2

Preboot » Pre-Crisis
Cover by Curt Swan, Stan Kaye and Ira Schnapp
Story title Supergirl's Three Super Girl-Friends
Previous story Action Comics v1 #267: The Three Super-Heroes
Next story Adventure Comics #247: The Legion of Super-Heroes
Publication date March 30, 1961
Cover date May 1961
Writer Jerry Siegel
Penciller Jim Mooney
Inker Jim Mooney
Letterer Joe Letterese
Colourist Unknown
Editor Mort Weisinger
Cover artist(s) Curt Swan, Stan Kaye, Ira Schnapp

Supergirl is again invited to try out for Legion membership, earning her way in by unearthing valuable antiquities while Brainiac 5 is inducted for "noble courage" in risking his life to save hers.

Supergirl's Three Super Girl-Friends!

(12 pages/65 panels/2,402 words)

Plot Synopsis

One day at Midvale Orphanage, Linda (Supergirl) Lee observes some of the other girls bonding and wishes she had girlfriends of her own. Unfortunately, she laments, because she is “Superman’s secret weapon” she cannot share her true “hopes and worries” with any other girl.

Then, as she wanders in tears out onto the grounds, she hears a voice in her head, telling her to go to Cranston Creek. There, three super-powered girls, one of whom wears a lead mask to hide her identity, teasingly confront her.

Removing the mask, the disguised girl reveals herself to be Saturn Girl. She then invites Supergirl to take a second shot at a Legion membership. After recalling her last attempt, when exposure to red kryptonite rendered her temporarily too old to join, Supergirl readily agrees.

In the 30th century, Supergirl meets other Legion applicants, including Brainiac 5, a descendant of Superman’s villainous nemesis, who recounts how the original Brainiac captured and shrunk the Kryptonian city of Kandor. Brainiac 5 also relates what turns out to be an apocryphal tale of his ancestor’s demise at the hands of Superman.

Supergirl wonders at Brainiac 5’s sincerity in announcing his dedication to atoning for the original Brainiac’s evil deeds. She then demonstrates her powers, along with the other applicants, by digging up a trio of terrain antiquities.

Just then, a giant kryptonite meteor plummets from the sky, directly for the spot where the Legionnaires are standing. Brainiac quickly doffs his force-field belt and gives it to Supergirl, who is then able to launch skyward and confront the meteor directly, smashing it into tiny bits. As the Legionnaires clean up the irradiated debris, Supergirl thanks Brainiac 5 for putting his own life in danger to save hers.

The pair is then inducted in the Legion, Supergirl for the results of her trophy hunt and Brainiac 5 for “noble courage.”

Supergirl then returns to the 20th century, with Brainiac 5’s force-field belt around her waist as consolation gift of sorts, since she’s declined his offer to remain in the future and “be his girl.” Once home, she immediately enlists the aid of Lori Lemaris and Jerro the Mer-boy to test her new defensive weapon. They help her unearth a chunk of kryptonite hidden in a sunken chest, with Jerro professing undying love all the way. Supergirl buries the kryptonite deep inside a lead asteroid, but on her return from space she flies over a mine, where blasting spits up a rock the pierces the force field and destroys the belt. Passage through the time barrier, she concludes, must have “radically shortened” its life.

Once back at Midvale orphanage in her guise of Linda Lee, Supergirl admits to the other girls that, unlike them, she has no boyfriend. After all, she says with a wink to the reader, how can she admit to having two boyfriends, one in the far future, and one beneath the depths of the sea?

Key Quotes and Catchphrases

  • "A girl needs another girl to talk things over with! . . . <choke!>" (Supergirl)
  • "I promised Superman I'd keep my existance on Earth a secret so I can be his emergency weapon!" (Supergirl: 1st emergency weapon reference)
  • "I understand your loathing for the fiend who was my ancestor! But please . . . please . . . don't hate me . . . !" (Brainiac 5, to Supergirl)
  • "A fine prise, eh, Koko? Ha, Ha!" (Brainiac)
  • "I know you were Superman's great emergency weapon, centuries ago, Supergirl!" (Brainiac 5: 2nd emergency weapon reference)
  • "I'd gladly sacrifice my life to save yours, any time!" (Brainiac 5, again to Supergirl)
  • "He's sweet!" (Supergirl, about Brainiac 5, although not out loud)
  • "And you were selected, Brainiac 5, for your noble courage in helping Supergirl, though it could have cost you your own life!" (unknown)
  • "I shall always uphold the Legion's high traditions!" (until the next time I go stark, raving bonkers, said Brainiac 5)
  • "Please remain . . . and be my girl . . . !" (Brainic 5, to Supergirl)
  • "I'm sorry, Brainiac 5! I must return to my own time-era to be Superman's emergency weapon!" (Supergirl, to Brainiac 5: 3rd emergency weapon reference)
  • "Gosh! Since the belt makes me invulnerable to kryptonite, I-I'm now mightier than Superman!" (Well, we can't have that, can we Supergirl? So, enjoy it for the next eight panels)
  • "Must you leave so quickly, Supergirl? . . . I've missed you! Please return again soon! I think of you . . . often!" (Jerro, the mer-boy, or Jerro, the needy? You deide)
  • "Yeowlp! I'm getting outa here! That's real kryptonite!" (Krypto)

Roll Call

Each sub-head given in order of appearance:


  • Saturn Girl (19 panels, 115 words; 6th appearance)
  • Phantom Girl (8 panels, 38 words; 1st appearance)
  • Triplicate Girl (12 panels, 35 words; 1st appearance)
  • Cosmic Boy (9 panels, 75 words; 6th appearance)
  • Lightning Lad (5 panels, 0 words; 6th appearance)

Legion applicants/rejects

  • Supergirl (52 panels, 1,043 words; 2nd attempt, joins Legion. Includes 7 panels in civial i.d.)
  • Shrinking Violet (1 panel, 0 words; 1st known attempt, rejected; 1st appearance)
  • Bouncing Boy (3 panels, 8 words; 1st known attempt, rejected; 1st appearance)
  • Sun Boy (2 panels, 11 words; 1st known attempt, rejected; 1st appearance)
  • Brainiac 5 (13 panels, 252 words; Joins Legion; 1st appearance, origin)


  • Brainiac (5 panels, 86 words - all in flashabck; 1st appearance in a Legion story. See also: Pulsar Stargrave
  • Koko (4 panels, 0 words - all in flashback; only appearance in a Legion story)

Supporting characters

  • Superman (1 panel, 51 words - in flashback)
  • Lori Lemaris (3 panels, 22 words, 22 words)
  • Jerro (3 panels, 31 words; only appearance in a Legion story)

Other characters

Janice (a girl at Midvale Orphanage; only appearance?; 4 panels, 34 words) Elaine (a girl at Midvale Orphanage; only appearance?; 4 panels, 30 words)

  • Frankie Hudson (a 20th century TV star; 1 panel, 15 words)
  • An unnamed truck driver (1 panel; meant to be a Legionnaire?)
  • Stadium full of unnamed specators at Legion induction ceremony

Planets and Settings

  • 2oth century Earth, inclduing:
    • Midvale Orphanage
    • Cranston Creek (only appearance ?; See also: Calvin's Cave)
    • Atlantis (1st appearance in a Legion story)
    • Deep space
  • 30th century Earth, including:
    • Legion Clubhouse (3rd appearance)
  • Bottle City of Kandor

Technology, Gadgets and Other Neat Stuff

  • A Linda Lee robot (1 panel, 3 words)
  • Legion jet-packs (8 panels)
  • Legion Time Bubble (5 panels; 4th appearance)
  • Trans-Earth Tunnel (in flashback; 2nd appearance)
  • Legion nameplates (5th appearance), including:
    • "Shrinking Violet Super-Shrinking"
    • "Bouncing Boy Super-Bouncing"
    • "Sun Boy Super-Radiance"
    • "Brainiac 5"

First appearances

This issue marks the first appearance of the following characters and recurring key Legion story elements:

  • Brainiac 5
  • Shrinking Violet
  • Bouncing Boy
  • Sun Boy


This is the last Legion story to claim that new members are only admitted once each year. It also is the last story to give the origin of each member’s super power as simply, “because our parents came from other worlds.”

Errors and Oddities

  • Saturn Girl wears a lead mask to shield her identity from Supergirl, but pops up in her costume. Not much of a mystery for the maid of might. Obviously, the mask idea was intended to be a puzzle for young readers.
  • Brainiac 5 is said to be the great-great-great-great-grandson of the original Brainiac, which technically would make him Brainiac 7.
  • Superman appears to callously set aside his code against killing, first by warning Brainiac with the message etched into an asteroid with his heat vision, “If you attack Earth, you’ll be destroyed!” and then by hurling Brainiac’s spaceship, with Brainiac and Koko aboard, into a shrink ray, causing it to “pop out of existence, reduced in size to nothingness.” This may be why Brainiac was later retconned into being an android. That way, assuming Superman was hip to Brainiac’s true nature, he could not be said to have taken a human life.

Powers and Abilities

In this debut appearance, Brainiac is inducted into the Legion for “noble courage.” No mention is made of a super-power, even on his applicant’s nameplate. The “super-intelligence” rationale may have been invented later in explanation to fan letters asking what Brainiac 5’s “one special power” was. Brainiac 5 intimates here that his force-field belt must be specially attuned to its user's “vibrational rate.”

Reboot Reference Kit

  • Post-Crisis: Supergirl ceased to exist, but otherwise the circumstances of how Brainiac 5 joined the Legion went unexplored (??)
  • Glorithverse: Brainiac 5 joined at the same time as Supergirl doppelganger Laurel Gand, as shown in <?>
  • Post-Zero Hour: Brainiac 5 was drafted into the Legion, separately from Laurel Gand, as shown in <?> Brainiac 5’s ancestor, Vril Dox, would become a prominent character as leader of L.E.G.I.O.N.
  • Retroboot: Brainiac 5 was a long-time member of the Legion by the time Supergirl came along in Supergirl and the Legion of Super-Heroes #16

Retcon Alert

When this story was written, the original Brainiac was still thought to be humanoid. Brainiac 5 is explicitly said to be his direct descendant. Almost three years later, in Superman v1 #167 it would be revealed that Brainiac was actually an android. At that time, Brainiac 5’s back story also would be rewritten to make him the descendant of one of Brainiac’s human lackeys, artificially boosted to a 12th level intelligence.

Twisted Timelines

Eventually, writers and editors, perhaps alerted by fans, would realize that five generations would pass in far less than 1,000 years. In a handful of subsequent Legion stories, the team would be said to exist in the 21st century, which would put it in the right timeframe from Brainiac 5 to actually be the fifth generation in his line. Could the fact that Brainiac 5 was one of the Legion’s featured players be why this change was made, or was it a simple mistake, as most fans have always assumed? Regardless, the Legion would soon be set back in the 30th century and it would be explained that Coluans have unusually long life spans, in comparison to humans.

Other stories in this issue

There is an additional story that does not feature the Legion. "The War Between Supergirl and the Superman Emergency Squad"


This Legion story has been reprinted in the following:

See also

« Previous    Next »Action Comics v1 #276
Action Comics v1 #267 
By continuity
Adventure Comics #247

Action Comics v1 #267 
By series
Action Comics v1 #277

Adventure Comics #282 
By publication
Superboy v1 #89