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Brain's Way is the 16th episode of the 3rd season of the Pinky and the Brain spin-off series and the 41st episode overall. It originally aired on October 11, 1997.

Brain's Way[]

Animation by Wang

Brains Way title


In the year 1962, The Brain has got a talent for singing and keeps denying it. He is focused on scheme with Pinky to open "Brain's Palace"; a casino resort in Las Vegas to finance a plan. Unfortunatly, only a loan shark named Bernice is willing to fund construction of the casino with ACME Labs as collateral. Brain being Brain, provides a difficult construction experience as money is lost on expensive materials like mahogany and lucite toilet seats.

After making the crew restart a few times, Brain's Palace is finally completed. Meanwhile, the casino is struggling to find a big-name talent to perform there, and Bernice mistakenly believes that Pinky "chairman" remark is an indicator that famous singer Fred Spinatra will be performing (as his nickname is "chairman of the board"). Brain finally stops denying his singing abilities and steps-up to perform as "Brainatra". His concert is an unexpected success, and even earns the approval of the real Fred Spinatra. In the process, he becomes an ultra-cool icon and a member of the celebrated Mouse Pack. What could possibly go wrong?




  • Frank Sinatra is a prominent focus of this cartoon (shown here as "Fred Spinatra"). The Rat Pack is also represented as "The Mouse Pack", with additional members Sammy Davis Jr. and Dean Martin also appearing.
    • Frank Sinatra's nicknames "Old Blue Eyes" and the "Chairman of the Board" are featured ("Old Blue Eyes" becomes "Old Brown Eyes")
    • Dean Martin's signature song, "That's Amore" is briefly referenced following Brainatra's performance.
  • "Brain's Way" of course, is a reference to Frank Sinatra's cover of "My Way".
  • While looking for performers for his casino, Brain rejects caricatures of Tom Jones and Wayne Newton (represented here as "Tom Cajones" and "Dwayne Fignewton").
    • Jones' song "What's New Pussycat?" is represented as "What's Up Puppy Dog?", while Newton's cover of the song "Danke Schoen" is represented as "Gesundheit" (later implied to be reworked into "Danke Schoen" following an inspiration from Brain's rejection).
  • Bernice owns a large collection of Looney Tunes memorabilia in her store.
  • Brain's Palace is a parody of Cesars Palace.
  • The statue that sits atop Brain's Palace is a parody of the Atlas statue.
  • Brain mentions Ernest Borgnine, who previously voiced Brain's Father in The Visit.
  • There is a variation of the usual ending line end exchange, instead of stating Pinky and Brain that they "take over the world" as Brain says "Sing that stupid song another fifty times until we buy back the lab!".
  • The ending chorus is sung in a cha-cha style, stating that Brain "did it his way, way, way, way, way!", followed by Brain himself scatting "Cha-cha-cha!".



Voice Actors: Character(s):
Rob Paulsen Pinky, Additional Voices
Maurice LaMarche The Brain, "Grandson" Thug, Additional Voices
Tress MacNeille Bernice, Additional Voices
Jess Harnell Fred Spinatra, Dwayne Fignewton
Jeff Bennett Tom Cajones
Billy West Dean Martin, Sammy Davis Jr., Foreman, "Grandson" Thug

List of Pinky and the Brain episodes
Season 1
Das MouseOf Mouse And ManTokyo Grows / That Smarts / BrainstemPinky and the Fog / Where No Mouse Has Gone Before / Cheese Roll CallBrainaniaTV or Not TVNapoleon BrainaparteA Pinky and the Brain ChristmasSnowballAround the World in 80 NarfsFlyAmbulatory Abe / Mouse of La ManchaThe Third Mouse / The Visit
Season 2
It's Only A Paper WorldCollect 'em All / PinkassoPlan Brain From Outer SpaceThe Pink CandidateBrain's SongWelcome to the JungleA Little Off the Top / Megalomaniacs AnonymousThe Mummy / Robin BrainTwo Mice and a Baby / The MazeBrain of the FutureBrinkyHoop Schemes
Season 3
Leave it to Beavers / CinebrainiaBrain NoirPinky and the Brain... And Larry / Where the Deer and the Mousealopes PlayBrain's Bogie / Say What, EarthMy Feldmans, My FriendsAll You Need Is Narf / Pinky's PlanCold Open- A New Direction / This Old MouseBrain StormA Meticulous Analysis of History / Funny, You Don't Look RhennishThe Pinky ProtocolMice Don't Dance / Brain DrainedBrain AcresPinky and the Brainmaker / Calvin BrainPinky Suavo / T.H.E.YThe Real LifeBrain's WayA Pinky and the Brain HalloweenBrainy JackLeggo My Ego / Big in JapanBut That's Not All, Folks!Operation Sea Lion / You Said a MousefulThe Tailor and the Mice / Bah, WildernessPinky at the Bat / Schpiel-borg 2000Broadway MaladyThe Megalomaniacal Adventures of Brainie the Poo / The Melancholy BrainInherit the WheezeBrain's Night Off / Beach Blanket BrainThe Family That Poits Together, Narfs TogetherPinky's Turn / Your Friend: Global DominationYou'll Never Eat Food Pellets In This Town AgainDangerous BrainsWhat Ever Happened to Baby Brain / Just Say NarfThe Pinky P.O.V. / The Really Great Dictator / Brain Food
Season 4

(Part 1 - Brain, Brain, Go AwayPart 2 - I Am Not a HatPart 3 - Wash Harder)
To Russia With Lab Mice / Hickory Dickory BonkThe Pinky and the Brain Reunion SpecialA Legendary Tail / Project B.R.A.I.N.
The Ultimate Animaniacs Super Special: (Star Warners)