When Chris McCormick (David Arquette) returns to his Arizona home town after ten years away, the last thing he expects to find is an infestation of giant spiders. Nevertheless, thanks to chemical spillage in the river, that is indeed what he does find. Teaming up with Sam Parker (Kari Wuhrer), a former girlfriend who is now the town sheriff, and her spider-expert son Mike (Scott Terra), Chris does what he can to fight the eight-legged threat and make sure all the local people are safe. However, when the spiders invade the mall, the townsfolk's only course of retreat is through a tunnel into some nearby mines, the very place where the giant female spider has made her lair.
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