On the cover of this issue, the villain proclaims that he will destroy all 18 members of the Legion. Hmmm…. There are 20. Maybe he’s not counting Superboy (to whom he’s speaking) and Supergirl? In addition to quoting a number that isn’t necessary and getting it wrong, the cover presents one of the most confusing scenes in the story, as I’ll explain in a bit.

The Legion had pretty well taken over the covers of Adventure Comics as of #311. Superboy still got the odd cover to himself, but the Legion, who had up till then appeared only occasionally on the cover, was the subject more often than not. 11 od the 12 covers after #311 were Legion covers.

John Forte is back on pencils this issue, and Lightning Lad, who wasn’t even discussed last time, even though he’d just come back to life (which is a pretty big deal) is highlighted on the cover and takes an active part.

Two applicants try out for membership this time: Ron Karr, who would appear again later as a member of the Legion of Super-Villains, and Alaktor, who is rejected because his powers are mechanically based. But he doesn’t care, because his whole scheme was to collect intel on the Legion Clubhouse’s defenses. It’s never mentioned that Alaktor is a little old—actually a lot old—to be a Legionnaire. He looks about 40.

We’re introduced to another of Edmond Hamilton’s imaginative worlds—like last issue’s quarantine world, the planet that was a giant puppet stage for children in another dimension, and the world of bouncing creatures whom Bouncing Boy befriended, the Lost World is something different. It’s a world of super-scientific inventions on a planet where the people just vanished. Moonbase Alpha-like, it’s passing through Earth’s solar system on a jaunt through space, and Superboy, Mon-El and Ultra Boy are sent off to guard it.

Meanwhile, Alaktor breaks into the clubhouse and steals the Legion’s one-and-only time sphere, which he uses to go back and collect the three greatest criminals of Earth’s history. Why just Earth’s? Surely, in all the worlds the Legion represents, there are greater villains? Guess not. Or maybe the point was to have villains with names or faces readers would know.

First, there’s Nero, who is playing the harp (at least it’s not the fiddle!) as Rome burns. We’re told that he started the fire so that he could re-create the burning of Troy and sing about it. Actually, while one historical account suggests that he did sing about the fall of Illium while Rome burned, others suggest he wasn’t even in the city at the time. And, while a few accounts blame the fire on him, never was his motive attributed as being wanting to see what it looked like when Troy burned. The reader is also led to believe that Nero quickly fell from power, but it took another four years, at which time he ordered his secretary to kill him, because he was afraid to commit suicide.

But I liked Alaktor telling Nero that he’s from “What is to you the future.” That’s a nice touch, up against the cliché of people saying, “I’m from the future!” (Marty McFly is forgiven. He was young.)

Alaktor rescues John Dillinger—an odd choice, but I believe The Untouchables was still on TV at the time—before he could be shot by cops while hiding in a brothel in 1934. (Guess which of those details were left out of the story?)

And, finally, Adolph Hitler is pulled from Germany on the eve of VE Day. He happily accepts Alaktor’s invite and never looks back. “Eva who? Last I saw her, she was in the bunker. I think she’s okay.” We’re 18 years from Hitler’s death as this story sees print, and he’s still a recognizable villain for young readers. I doubt grade-school kids today would see Osama Bin Laden in the same light.

The Legion fails to prevent Alaktor from building his small army, so they have no choice but to chase him back to the future. Now comes the confusing part. Sun Boy orders Saturn Girl to go to the Lost World, presumably to let the three power-houses know that there’s big trouble in little Metropolis. Umm… Dirk? Imra’s the leader. Did ya get that memo?

Anyway, arriving on Lost World instead of Earth, Alaktor hands out hoods to his three accomplices, chemically treated so that x-ray and penetra-vision can’t see under them, and also telepathy-proof. Hitler approves, as the hoods remind him of the ones his executioners wore when they beheaded people. (The Nazis beheaded people? Apparently so. I did not know that!)

So the boys don’t know who they’re facing. Okay. Then Saturn Girl, who knows the identities of Alaktor’s trio, arrives and is so upset that she can’t read their minds that she doesn’t bother to tell her fellow Legionnaires who they’re facing. And, honestly? It doesn’t matter who they’re facing! They just needed to frickin’ take them down! Instead, when Alaktor tells them to disband the Legion or die, all the boys do is ask him to spare Saturn Girl. They make no attempt to stop this non-powered human because they can’t see through the masks of the three non-powered humans. When the villains’ identities are revealed, Superboy’s reaction is also silly. “Impossible! They’re all dead!” Um…. Kal? You’re here… You were born in 1940-what?

Alaktor puts the personalities of the three villains into Superboy, Mon-El and Ultra Boy, and is surprised when they turn on him. When will villains learn that evil Kryptonian-level people do what they want, not what the villain wants? When Superboy-Hitler ties him up, he remembers that Hitler was “Completely ruthless.” Well, yeah, he was… But he’s not remembered for the mean way he tied his victims to lampposts. It’s a little unbelievable that Alaktor was left alive.

This is a low point in Hamilton’s scripts. It makes no sense whatsoever, and the scene doesn’t fit in the story at all. Clue? It’s on the cover. So Editor Weisinger ordered Curt Swan to draw the cover first, as he was wont to do, and then told Hamilton to do something with it. Probably on a tight deadline.

Getting past this, this appears to be the issue where, unannounced, Ultra Boy’s powers expanded to mirror Superboy’s. He flies without a belt, refers to “Our super speed,” when referring to himself, Superboy and Mon-El, and is generally treated as someone with much greater powers than simple penetra-vision.

This is the first time (I believe) that a 48-hour limit on Mon-El’s lead antidote is mentioned. It’s an important plot point, and a good limitation on his invulnerability.

The female Legionnaires continue to be short-changed. Shrinking Violet appears, but speaks only three words: “We’ll do it.” Wow. At least “Hailing frequencies open” has more syllables.

Firsts: Ronn Kar (Later Ron-Karr)