Thrush poisons Waverly, with plans to subject him to a procedure that affects the brain. The criminal organization has already experimented on others, turning a shipping magnate and a diplomat into failures.



(as Archie Tegland), (developer)

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Episode complete credited cast:
Dr. Leland Mayes Elmont
Miss Flostone
Mickey Morton ...


Thrush poisons Waverly, with plans to subject him to a procedure that affects the brain. The criminal organization has already experimented on others, turning a shipping magnate and a diplomat into failures.

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Release Date:

8 March 1965 (USA)  »

Company Credits

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Technical Specs


| (DVD)

Sound Mix:

(Westrex Recording System)

Aspect Ratio:

1.33 : 1
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Did You Know?


Elsa Lanchester's hairstyle in this episode is similar to that which she wore as the monster's mate in The Bride of Frankenstein, with gray streaks at both temples. Possibly an homage to the prior movie. See more »


Farmington knocks most of the chess pieces off the table when playing with Mr. Waverly which is seen from under the chess board. The positions of the remaining pieces changes when viewed from above. See more »


Spoofs Bride of Frankenstein (1935) See more »


The Man From U.N.C.L.E.
Composed by Jerry Goldsmith
See more »

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User Reviews

"Code 20-A"
10 February 2007 | by (Canada) – See all my reviews

(continued): which of course any agent can tell you means that Mr. Waverly, section chief of U.N.C.L.E. is down. More specifically, he's been poisoned by THRUSH in this exceptional entry that has just about everything you could ask for in a "Man From U.N.C.L.E." episode.

The unconscious Waverly is rushed to a hospital where, unbeknown-st to Solo and Kuryakin, the demented Dr. Debree (played by the "Bride Of Frankentstein" herself, Elsa Lanchester) is experimenting with a machine that can alter the brains of top government officials and diplomats. While the agents try to ascertain who it was that poisoned their chief, Dr. Debree secretly prepares to add Mr. Waverly to the list of those who've been rendered "half-killed" by her machine.

In addition to the marvelous casting of Lanchester, there's also fine support from guest star Abraham Soefar as the head of U.N.C.L.E.'s Eastern division who arrives to take charge in Waverly's absence. Ex-pro football player turned actor Rosie Grier plays an U.N.C.L.E. agent assigned to protect Waverly, and future "Bat-Girl" Yvonne Craig plays the episode's requisite "innocent" haplessly dragged into the middle of another conflict between U.N.C.L.E. and the forces of THRUSH.

"The Brain Killer Affair" excellently showcases the charisma co-stars Vaughn and McCallum possessed that made them so great in their respective roles. In one scene, Vaughn stands in a room full of mannequins and as he ponders his next move he scratches his chin using the hand off of one of the mannequins. In fact, this suave actor was quite a master when it came to injecting sly humour into almost any episode, but never at the expense of the dramatic and suspenseful aspects of the story.

Likewise, David McCallum, by simply emerging from of an elevator, demonstrates that he is an actor possessed of undeniable presence. Whether it was his physical appearance or perhaps something about the way he carried himself, McCallum made Illya Kuyakin fascinatingly cool to watch, and without having to say much of anything at all.

Featuring some nicely staged action in the 4th act showdown, the proper balance of intrigue and humour is well maintained by the great James Goldstone, demonstrating once again that he was one of the best directors ever to work in television. A shame this was his only episode for the series.

"The Brain Killer Affair" also features possibly the best scoring for any single episode, courtesy of music legend, Jerry Goldsmith who also supplied the U.N.C.L.E. main title theme. In fact, several of his cues from this episode were used in later episodes.

Aside from the fact that the brain draining machine sounds more like a cake mixer than it does a sophisticated device, this is still pretty much a perfect episode that holds up extremely well despite the decades that have passed since it was first broadcast.

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