Brains contains canon Hero Factory information.

This article contains canon information but has fanon information added to it. The canon version of this page can be viewed here.
Natural tools Parasite, Controls its Host's Body and mutates them
Status Safe
Location Makuhero City, the Valiant, Brain Factory, upon Karaleinne Cerebrum's arm, Various Planets

Brains are mind-controlling parasites created in the Brain Factory.


Brains were first created by an unknown being in the Brain Factory. There are many members including Black Phantom, Von Nebula, and Thornraxx.

The Valiant

The first encounter with the Brains happened at 14 AVN, when a squad of Brains overtook the crew of the star liner Valiant. The Brains then forced the crew to set the ship on a Collision Course for Makuhero City.

The Alpha Team arrived in time to prevent the catastrophe.

Invasion of Makuhero City

A second attempt to destroy Hero Factory was soon executed by the Brains. The subtlety of the original plan was thrown out the window, and an army of Brain-controlled beings attacked. Fortunately, the Alpha Team was able to prevent them from taking over Makuhero City.

Millennial Shadow

During the invasion, the villains located in Makuhero City were forced to flee. The Brains took over some, forcing the others to side with the heroes against the threat. The villains were later captured or fled the scene soon after the end of the battle.

Control Methods

After dissecting some dead brains, Hero Factory scientists, Eliza Crumpets and Pandante Botaglove discovered that the brains have 6 small tendrils in their mouths that secrete a substance very similar to Demonica and a larger one that went directly from the brain. They theorised that this is how the brains control and transform their victims.

Physical Traits and Abilities

Brains come in a variety of colors, and due to their ability to control a body, they come in many forms. Without a host, a Brain must scuttle around like an insect on its many legs, looking for the best advantage to assault an individual. When a Brain assimilates a host, it launches itself at the hosts head. Then the metamorphosis begins.

The Brain can only be removed from a host if it is hit hard enough on the red spikes by someone. If this is done, it will pop off and drop to the ground, dead or unconcious. This strategy was determined by the Heroes during their clash with the Brains' hosts during their infestation of Makuhero City, which ultimately wound up saving the city from destruction.

Known Brains


  • In the sets, Brains can be attached to the head of a villain or hero.
  • Only the new, 2013 heads can attach both a brain and a mask at the same time.
  • In the Brain Attack episode, the "basic" brains, before they took over a creature, were red and grey.