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Basil Karlo (Prime Earth)

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Quote1 It wasn't always like this. Back before I was Clayface. Back when I was Basil Karlo, I was on my way to the top. Red carpet movie premieres, million-dollar mansions, fast cars, beautiful women. And that was just the start. I had big plans. I had ambition. I also had a temper. When people pissed me off, when people insulted me, people got hurt. That ain't ever changed. I don't figure it's ever gonna. My entire career went down the drain after I hit that director. They took my life away, so I became Clayface to get revenge. Still had the big plans. Still had the ambition. And more than anything else - I still had that temper. Quote2
-- Clayface src


Basil Karlo began as an ordinary young man who desperately sought attention and differentiate himself from others. To this end he had tried to learn what it is about other people that makes them stand out, and then looked to becoming an actor. For several years, Karlo worked hard in acting but was told by a casting director that he wasn't good enough and that would garner a leading role. Unhappily, Karlo turned to the crime boss, The Penguin, for help. The Penguin offered Basil a hunk of clay which he claimed was the source of power for a tribe of Navajo skinwalkers in exchange for Karlo's services. Basil took the clay home and even as he examined it, the substance leaped up and into his body, entering his blood-stream and rewriting the fabric of his body. Transforming, he found that he could make his face mirror the world around him.

With this shape-changing ability, Karlo was able to achieve success in his acting career. As he got better in his acting, the clay inside him evolved as well. He gained the new ability to copy the DNA of anyone he touched and file it away in his memory, to be retrieved at any time. Outside of his acting, Karlo was employed by The Penguin according to their deal and participated in many of the criminal's schemes. This was something which Karlo was initially loathed to do but eventually grew to embrace. The actor lost sight of who he really was, until becoming nothing more than a mass of violence and rage. The more he lost control of his anger, the harder it was to hold his shape. Before long, Karlo's temper destroyed his career after he assaulted a director who berated him for ad-libbing on set. With no one willing to hire him and thus becoming a "nobody," Karlo became fully committed to a life of crime as "Clayface".[3][4]

Nowhere Man

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In wake of the billionaire's son's death, Clayface imitated Bruce Wayne, having mutated to the point that, with a single fiber of DNA, the criminal could replicate the original's genetic code as well. [5] Robbing a bank as Bruce Wayne, Clayface eventually went after Wayne himself, disguised as Lucius Fox, and ambushed the billionaire in his office at Wayne Enterprises. Wanting to exploit Wayne's connection to Batman Incorporated, Clayface chased Wayne through his company building, caught him, and then threw him in the trash chute to be crushed with the real Lucius Fox.

However, Wayne and Fox successfully escaped and, as Clayface continued his crime spree as Bruce Wayne, he was subdued by Batman in a specifically anti-Clayface batsuit. Trapping the impostor in a glass container that would only open to the DNA code of the one person he couldn't be anymore - Basil Karlo, Batman left Clayface to the police. As the Bat departed though, Clayface said that he'd never feel bad about impersonating people like Wayne, saying that, during a gala when Karlo took the sample of Wayne's DNA, the rich boy was too preoccupied to even care about his son, a statement that he didn't realize would hit so close to home for Batman. [6]

Forever Evil

On the night that the Crime Syndicate arrived to Earth and announced that the Justice League was dead, Clayface was about to rob a bank with a group of ordinary thugs but lashed out and killed them all because they wouldn't listen to him.

Going to Bar 8 to celebrate Batman's death, Clayface meets the Great White Shark, who tells Karlo that the Secret Society is recruiting. Thanking the Shark for his advice (and then throwing him through the window), Clayface destroyed what he thought was a rebel camp in order to get the Society's attention. To his surprise, the rebel camp was organized by the Society in order to trap would-be heroes; Clayface ruined their plan. Calling him an idiot, Karlo lashed out and blew up the remaining portion of the camp, having to heal from his injuries in the weeks to come. [7]

Arkham War

As his fellow super villains escaped their cells in Arkham Asylum thanks to the Crime Syndicate, Clayface joined them in dividing up Gotham among themselves. Clayface was given a portion of the city that he marked as his own by drowning in clay. However, the peace between the villains was not kept very long when Bane recruited the prisoners of Blackgate Penitentiary to challenge the Arkhamites for their control of Gotham, in what would later be called the "Arkham War". [8]

Joining his Arkham brothers under Scarecrow's leadership, Clayface participated in the fighting throughout Gotham, helping his side obtain the Talon assassins hidden under Blackgate. [9] Despite being frozen by Emperor Penguin with a freeze gun in one of their fights, [10]

Clayface returned to battle and partnered with Mr. Freeze to recruit, or apprehend, the Rogues, who had arrived in the city. The pair tried to convince Weather Wizard to use his powers to create a blizzard in Gotham, therefore giving Freeze and the Arkham army an upper hand. When the Rogues refused to participate, Clayface and Freeze were forced to fight not only the Rogues but Black Mask and his False Face Society, having chosen their own side in the war between Arkham and Blackgate. [11]

In a final move by Scarecrow, all the Arkhamites were drugged with a derivative of Bane's precious Venom. Participating in the last battle against Blackgate, Clayface was splattered by Bane, who declared himself the winner of the Arkham War. [12]

The Unknowns

After the Justice League's return and the fall of the Crime Syndicate, Clayface attempted to escape Gotham as repairs began underway. As he tried to leave, Karlo was abducted by a group of cultists, freezing him and then using a portion of his magical clay body as part of their ritual to revive Morgaine Le Fey. [13] Succeeding in bringing back the witch from the dead, Clayface was left partially destroyed and without his memory. Luckily, he was rescued by Ragman, being brought back to the hero's apartment and plopped into his bathtub. [14]

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After learning of his criminal past, a still amnesia-stricken Clayface joined Batwoman and her ragtag team with Etrigan, Jason Blood, Ragman, and Red Alice, calling themselves the Unknowns, in their fight against Morgaine Le Fey.

Taking their battle to space, [15] the Unknowns are returned to Earth, using a combination of Clayface's body and Ragman's magic to survive the accidental crash landing. [16] Their mission failed, though, since Morgaine Le Fey had successfully used a satellite to project her magic into turning Gotham into a medieval version of itself called New Camelot. Clayface aided his new allies by posing as Batwoman and getting captured by the enchantress, allowing for his team to come up with the plan they needed to finally defeat Morgaine Le Fey. Trapping the witch inside a magic stone, Batwoman had broken the spell, returning Gotham to its normal twenty-first century version.

Wanting to avoid going back to crime, Clayface, accompanied by his new friend Ragman, tried to set Karlo up with a new civilian identity. [17]


However, his work as a hero was short lived. His memory returned, and Clayface was again detained and returned to his cell at the new Arkham Manor. When Joker returned to Gotham with an endgame for Batman in mind,Jeremiah Arkham went insane, impersonating the Joker, and released all the prisoners at his asylum. The doctor exposed the entire building to Joker's new brand of Joker Venom, affecting everyone except the people with too many drugs in their system already - Clayface being one of the unaffected.

Managing to escape the asylum past all the Jokerized inmates and guards with Bane, Scarecrow, Poison Ivy, and Mr. Freeze, [18] the villains met up with the Penguin and Killer Croc in the now completely Jokerized city. The criminals banded together and avoided being ripped apart in the city of mindless zombies that the Joker had turned it into.

Batman, preparing to make a final play to get the antidote out of the Joker's spine, called the group of surviving criminals to the Batsignal and requested their help in controlling the crowd of civilians as he performed his plan. Although they didn't like it, Clayface and the other rogues helped their longtime foe like he asked, knowing that the Joker had gone too far this time. [19]

Gotham Eternal

Clayface sent his daughter Katherine to Gotham Academy to spy on Simon Trent so he could get his revenge against him for stealling his roles and his wife. [20] Before He could defeat Trent he is stopped by the students of Gotham Academy. Karlo fled from the scene leaving Katherine.


  • Malleable Clay-Like Body: Clayface's body is made of of thick, mud-like material. He can change shape at will into a variety of forms.[21] He can even take the shape of animals.[22]
  • Size Alteration: Clayface can change his size to fill any need. He's expanded large enough to engulf rooms or thin enough to slip into sewers.[21]
  • Density Control: Clayface can make his body as hard as rock in order to smash through cars or doors, but can also maintain a liquid form to suffocate opponents.[21]
  • Superhuman Strength: When Clayface's mass is increased so is his strength. The bigger he gets, the more dangerous he becomes.[21]
  • Superhuman Durability: When shifting the density of his body Clayface can withstand bullets and heavy impacts.
  • Power Replication: Clayface can mimic someone's body right down to their DNA, copying their abilities.[22]
  • Corrosive Touch: Aside from mimicking someone, Clayface's touch can kill and absorb people the moment he gets them in his grip.[23]


  • The last film Basil starred in the critically aclaimed film Metamorphosis before his accident.


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