Story: "Man and Machine" (22 Pages)

Credits:

Roger Stern (plot, script)
George Perez (pencils)
Kerry Gammill and Brett Breeding (inks)
Bill Oakley (letters)
Glenn Whitmore (colors)
Mike Carlin (edits)

Feature Character:

Superman (last in Adventures of Superman #462; next in Superman Vol. 2 #40; also in flashback in between issue #648 and Superman Vol. 2 #39)

Supporting Characters:

Collin Thornton
Mara Talbot (first appearance; Clark's assistant at Newstime)
Guardian III (in flashback in between issue #648 and Superman Vol. 2 #41)
Dubbilex (in flashback in between issue #648 and Superman Vol. 2 #54/2)

Villains:

Brainiac (next in Adventures of Superman Annual #2; assumes full control of Milton Fine's genetically reconstructed body resembling his own original body)
Lex Luthor (next in Adventures of Superman #463)
Sydney Happersen (next in issue #668)
Metallo (in flashback in between pages of #648)

Other Characters:

Milton Moses Fine (deceased; body genetically reconstructed to become a new host body for Brainiac)
Dr. Augustine