Scarecrow was once a normal Makuta. He enjoyed creating Rahi, but would always make them slightly more frightening then the other Makuta's creations. But after doing this, he began turning twisted, and started experimenting with fear. He would capture Toa and Matoran from all around the world, and test them to see what they fear. Most didn't make it through his 'tests'. When Teridax rebeled, he instantly joined the tyrant, and assisted him in beating Miserix. All through the years, he locked himself in his lab, and experimented. After experimenting with fear even further, he discovered a way to control everyone's fear. Scarecrow knew he would be unstoppable. But before he could use it to rebel against Teridax, The Makuta known as Veartax showed up on Destral. He didn't trust him at first,