I love this cover. I think that it's the colours that do it for me. It's a much broader spectrum (forgive me) than one would usually find on a Charlton cover in the 60s. It's a more sophisticated look - in line with what DC and Marvel were publishing. As far as the cover design goes; I think it's very strong. Ditko has blocked the characters nicely, allowing adequate room for Doctor Spectro's crazy rainbow circle of horror. I won't mention the costume design - I imagine a good deal of bandwidth has been wasted on that elsewhere. The background characters are wonderfully posed as if they think they are appearing on the cover for a pre-hero Atlas monster book. I really like Rocco 'Rocke' Mastroserio as an inker for Ditko. There's some nice touches of depth added here, especially to Captain Atom. The only real flaw here is the caption, which takes up far too much room. Copying Marvel is not always a great idea.