As long as there have been actors, there have been actors wanting to be directors. Whether they would handle it all from the beginning of their careers, like Orson Welles or Woody Allen, or transitioned into directing after years of acting, like George Clooney or Ben Affleck, the desire to move from in front of the camera to behind it is a common one in Hollywood. This “I-can-do-that” mentality has even hit the low budget horror world and, in 1958, famed B-movie character actor Bruno VeSota (Attack of the Giant Leeches) tried his hand at directing in American International Pictures’ sci-fi horror gem The Brain Eaters.
The Brain Eaters starts with a young couple named Glenn (Alan Frost, who worked with VeSota on his first film, Female Jungle) and Elaine (pinup Jody Fair from Ghost of Dragstrip Hollow) driving back from a vacation where they have been celebrating their nuptials. They hear an explosion in the distance and stop the car to investigate, hiking into a forest. 
In a clearing in the woods they find, surrounded by a bunch of dead animals, a conical structure poking out from the ground. They report the find, and Washington sends a pair of scientists, Dr. Kettering (Night of the Blood Beast’s Edwin Nelson) and Dr. Wyler (David Hughes in his first and only role), to check it out. Because they came from Washington, the scientists are joined by a politician named Senator Walter K. Powers (western star Cornelius Keefe in his last role, billed as Jack Hill), an abrasive man who claims to be there to keep the researchers on task. The cone is not the only problem in town, however; citizens of the town are being turned into zombie-like beings by an alien species of parasite that attaches to the back of the host’s neck and controls their brain. Dr. Kettering and the rest of the group are on a race against time to find a way to deal with the parasites and figure out how they relate to the strange cone in the forest.
Written by Gordon Urquhart (his only writing credit) and adapted from the novel “The Puppet Masters” by Robert A. Heinlein (who also wrote the books on which the Starship Troopers films were based), The Brain Eaters bears many similarities to the much more popular Invasion of the Body Snatchers that was made just two short years earlier (coincidentally, Donald Sutherland starred in remakes of both films, Invasion of the Body Snatchers in 1978 and The Puppet Masters in 1994). 
Although The Brain Eaters lacks many of the subtle points of Invasion of the Body Snatchers, such as the human cloning pods and the ambiguity as to who is infected and who isn’t, the storyline is basically the same; alien invaders land in a town and take over the population, one person at a time. It’s a typically Corman-esque rip-off (Corman, in fact, acts as producer on the film, along with Edwin Nelson, who plays Dr. Kettering), and while Invasion of the Body Snatchers is a subtext-filled study of suspense and intrigue, The Brain Eaters is nothing but low budget science fiction fun.
If there’s one thing that can be said for Bruno VeSota, it’s that he knows his way around a film set. An actor on dozens of films and television shows, The Brain Eaters is his second directorial effort; his first is the raunchy film-noir drama Female Jungle, where he directed an awesome cast including John Carradine, Jayne Mansfield and Lawrence Tierney. VeSota finds no such star-power here; besides Cornelius Keefe, his most accomplished actor in The Brain Eaters is a pre-Spock Leonard Nimoy, who has a tiny but pivotal part as one of Dr. Kettering’s mentors, a godly looking Dr. Cole. Nevertheless, VeSota gets by with his marginally talented cast the B-movie way – the film borders so much on the absurd that it could only be played by an overacting and overly dramatic cast. 
For example, when Powers demands to know what is inside the cone, Dr. Kettering shoots a pistol into the only opening. The bullet ricochets around a bit and then flies out the same opening that it went in, lucky to have not killed anyone. Powers is still not convinced, so Kettering crawls into the thing and makes his way around (in a particularly uncomfortable scene for those who are afraid of tight spaces) until, predictably, he comes out the same opening, proving that the tunnel inside the cone leads in circles. The scientific method is laughingly bad, yet Keefe and Nelson play it with such low-budget conviction that it works…very well, in fact.
The budget for The Brain Eaters was so small that American International Pictures wouldn’t pay for music. No problem…The Brain Eaters just steals it. Seriously…the music is all lifted from symphonies by Russian composers Sergei Prokofiev and Dmitri Shostakovich after producers found a loophole that stated that the Russian compositions were not subject to American copyright law. Appropriate pieces of music were synced up to the action, credited to the very American sounding name Tom Johnson, and the film instantly had a perfect sounding score.
Bruno VeSota would go on to direct one more feature, 1962’s Invasion of the Star Creatures, and quietly slid back into acting, landing recurring television roles in “Bonanza” and “My Mother the Car.” Although the legacy he left behind in Hollywood is primarily in front of the camera, The Brain Eaters still stands as an impressively fun outing, if only for its small cult audience.