When Creepy Mask Man could not get control over Possum City, he decided to create to ugly beasts to help him. Pile of Goo was one of them. He did this by beating up some random guy, taking him into the lab, and turning him into goo. Nobody knows why Pile of Goo followed orders after this. Anyways, Pile of Goo was sent to rob a bank to get money. He was successful, but it costed brain cells, something Pile of Goo could not afford to lose. After he was defeated by Fatman, he decided Creepy Mask Guy was just a show off, and decided to work on his own.