Gene Ha takes over on art duties for the first seven pages of issue #3 in order to show what Krypton was like. The first page of issue #3 depicts Krypton as a colorful utopia where the citizens are all dressed as super-heroes. Morrison describes Krypton in the supplemental material at the end of issue #2 as being, “the planet of your dreams. A scientific utopia. I wanted to explore Krypton as the world of super people. What would happen if they worked it all out, if they lived for 500 years with amazing technology?” So, not only is Kal-El the next step in evolution physically, but he comes from a planet that is the next stage in evolution as well. If his strength makes him the Man of Steel, then the ideologies that rule his planet make Superman the Man of Tomorrow.

In the flashback, we see Superman’s father, Jor-El, as he tries to warn the city of Kandor of an alien consciousness that has corrupted their computers. The intelligence creates the robots known as Terminauts to “preserve significant artifacts” before Krypton’s imminent destruction. The scene comes across as if the alien intelligence is responsible for Krypton’s destruction or that it is somehow evil for wanting to preserve the city of Kandor in a bottle, but we will later learn that perhaps it isn’t evil after all. For now, though, we are meant to think that it is evil because Superman has to have a threat to battle.

It turns out that the Krypton flashback was a nightmare that had been haunting Clark. He wakes to his landlady bursting through his door with Inspector Blake from issue #1. The relationship between Clark and Blake emphasizes Clark’s anti-establishment mentality. Blake accuses him of having, “an outsider’s grudge against the whole wide world.” This scene effectively establishes that Clark Kent is just as effective in making the world a better place as Superman is. The stories that he writes are bold and are getting him in trouble with the authorities, showing that he doesn’t JUST have to be Superman in order to make a difference.

He goes on to tell Clark, “you’re still young, kid. You don’t understand there are some things you can’t fight, no matter how hard you try or how full of it you are.” One could interpret this as Morrison warning about Superman falling into a passive mentality (the mentality that Superman fell into during the 80s) and championing the young Superman who defies authority. Also, perhaps coincidentally, Inspector Blake looks somewhat like Jordan Elliot – Superman’s alternate identity at the end of Alan Moore and Curt Swan’s “Whatever Happened to the Man of Tomorrow?” Jordan Elliot was the identity that Superman settled into after he had lost his powers, so it could be interpreted that he had given up the fight as Blake is doing here.

Clark then meets with his friend Jimmy Olsen at a diner. They discuss how Glen Glenmorgan has gained public favor by exploiting the fact that Superman is an alien. Jimmy explains to Clark that the general public can easily be manipulated by Glenmorgan because the idea of Superman is too impossible for them to believe. Olsen’s explanation that people view Superman as a hallucination or a hoax rather than the face the fact that a person is inherently good and wants to help people is a startling revelation that perfectly gets at the heart of why Superman can’t seem to achieve the popularity that Batman has. Morrison puts it another way in Supergods when he writes, “Superman made a kind of sense in a hopeful, science fiction way: a do-gooding orphan from another world who decided to use his special alien powers to help the people of his adopted world achieve their greatness” (25) and this selfless, inherent goodness is somehow harder to swallow than the essence of Batman which comes from a place of loss and revenge. People can romanticize their darkest schemes of revenge as being justice, but they seem to have a harder time wanting to do good things for the sake of doing them. That’s why the general public can’t accept Superman in issue #3 and why many fans can’t accept him either. The point is finally hammered home later in the issue as Superman saves a little girl from being run over by a car in addition to saving her cat from a tree and he is still attacked by a crowd (where were they when that little girl was being run over?).

Then, at the very end of the scene with Jimmy, for one panel, the narrative shifts and Clark is suddenly out on a park bench working on his computer as a hooded stranger, pushing a shopping cart says, “there’s a ghost watching over you. There’s a white dog.” On the next page, Clark is walking the streets and on his cellphone, so it’s easy to dismiss this one scene as being nothing more than a brief Krypto reference, but it is also evidence of the overarching threat that will plague Superman throughout Morrison’s run. More on this much later.

Clark talks with a mysterious man named “Icarus” who explains that Glenmorgan was the one who set up the train crash from the first issue in order to kill Angus Grundig and to profit from building a new transit system. However, a reread of issue #1 makes it seem as if Lex Luthor was responsible for the train crash. Then again, perhaps they were in it together. For now, Clark has to investigate the “Factory for Tomorrow” to expose what Icarus calls, “robot trains.”

Union members are on strike outside of the factory as Clark interviews the foreman, Mr. Tide. Clark emphasizes the job losses that have occurred when it’s revealed that Lois and Jimmy were there first. Things are coming to a head when the factory suddenly starts building Terminaut robots. Clark echoes Jor-El’s warnings that “something got into the network” showing that the creatures who captured Kandor are connected to the alien threatening Metropolis. The social ideas of unionization, unemployment and the homeless and the central threat being classic sci-fi robots mixed with Rags Morales’s expressive artwork, all work together for what feels like Superman would have been like if Will Eisner had worked on the character. Everything is grounded in reality in that the tone never leans toward the madly fantastic that Morrison is normally known for. Perhaps this is why Morrison’s Action Comics isn’t seen as the instant classic that All-Star Superman is labeled.

The issue ends with John Corben (known as Metallo in the old DCU) electing to go through “metal-zero fusion” as part of the “Steel Soldier Program.” Corben appeared in issue #2 and tried flirting with Lois Lane. Once the fusion begins in this issue and the Collector of Worlds bonds with Corben’s mind, he reveals that he was part of the Steel Soldier Program to try and get Lois to love him. John Corben is never really shown as an evil person, but rather a misguided man with an inferiority complex. In some ways, he is the embodiment of Luthor’s desire to dissect Superman to create an army of warrior gods. He isn’t a hero out of selflessness, but in some ways out of a desire to become a weapon out of patriotism to his country, and also out of a selfish desire to impress Lois. And then, of course, he is obviously a literal man of steel to battle Superman, the Man of Steel.