• Warning: Spoilers
    Not to be confused with the much better splatter/horror/comedy movie Braindead (1992).

    Neurosurgeon Rex Martin (Bill Pullman) has a shelf of live brains in jars, that he pulls down and pokes at with electric sticks. And this is before he goes crazy.

    His old school friend Jim (Bill Paxton) is a slimy corporate salesman, who wants Rex to poke around in the head of a genius mathematician John Halsey (Bud Cort), to unlock the secret formula he was working on for the company before he went crazy.

    With his research grant money gone, Rex agrees, but is involved in an accident with a madman's brain (paranoid/schizophrenic), which appears to have overlapped his own.

    The rest of the movie is a slow fall into insanity. Did the accident cause their minds to fuse?

    Is he Rex with memories of Halsey or Halsey with memories of Rex? What is reality, if not what we hold in your minds?

    I actually studied the poems of Zhuangzi at Canterbury University, so what do you know, tertiary education in the arts is good for something.

    The lives of both men blend into one, as Rex is committed to the same mental institute as where he first met Halsey.

    Or is he? There is no payout by the end of the movie, draw your own conclusions.

    Doctor Rex Martin attended Miskatonic University, the same location of the movie Reanimator (1985), both movies paying homage to HP Lovecraft.


    Rob & Barney Burman, makeup FX father and son team. Rob (son) was involved in makeup on the original The Thing (1982). Barney (dad) was head of makeup for TV series Grimm and won an Oscar for Star Trek (2009). He is also the experimental head in the first lab scene.

    Kyle Gass, anesthetist. Better known as half of Tenacious D. This was his movie debut. 3 other actors from this movie would also appear in the Tenacious D videos

    Ann & Dorothy Vincent. Twin sisters not stretching their acting skills very far by playing twin sisters (for the 2nd time)

    John Paxton, board member, Bill Paxton's dad

    Lee Aranberg, crazy homeless guy. His best line "That's my fucking brain!" was sampled by Delta 9 (My Brain). Best known as Pintel (Pirates Of The Caribbean) and Leroy (One Upon A Time)

    Brian Brophy, Ellis. Starred in The Roommate with Bill Paxton

    George Kennedy, Vance. Appeared in all 4 Airplane and all 3 Naked Gun comedies. Was still best remembered for one of his earliest and only award winning performance, as Dragline in Cool Hand Luke (1967)

    Bud Cort, Jack Halsey, still best known as Maude in Harold & Maude (1971)

    Bill Pullman, as the crazy (or is he?) doctor, I only ever remember him as the Independence Day (1996) speech guy