In 1990, Brainiac is able to take over the minds of several LexCorp staffers. He makes the scientists create a new version of the skull ship (saying he thought of the design "in a dream") and use advanced genetic science to grow a new body for himself, resembling Milton Fine's form but taller, more physically fit, and with the green skin of a Coluan. He also has a new braincase helmet that resembles his Silver Age diodes. Now free of Fine's body and consciousness completely but still possessing the man's metahuman telepathic powers, Brainiac confronted Superman and then left Earth to plan another attack.