This unusual little flick from the late 1980's glut of straight-to-video horror releases stands head and shoulders above the pack thanks to an effective combination of inventiveness and a high creep factor. Scarecrows instantly establishes a sense of dream logic by throwing the viewer into the story with minimal setup, frequently shifting how the characters are perceived and cleverly avoiding a direct explanation of how the title creatures came to life (when one character offers his theory on how this happened, it's one of the spookiest moments in the film). Director William Wesley (who also co-wrote and edited) concentrates on building an eerie, subtly nightmarish atmosphere as he lays out the story so when the shocks come, they are truly unnerving. It'salso worth noting that the film takes place entirely at night and cinematographer Peter Deming does an amazing job of using minimal lighting and shadows to play on the viewer's nerves. The cast wisely underplays the material, with only Michael David Simms getting to give a flashy turn as the robber gang's resident extrovert, and their deadpan work only intensifies the sense of dread that hangs over the film. All in all, Scarecrows is a memorable cult favorite that deserves to be rediscovered by modern horror fans.