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Eight Legged Freaks is a 2002 horror monster comedy action film directed by Ellory Elkayem and starring David Arquette, Kari Wuhrer, Scott Terra, and Scarlett Johansson. The plot follows a colony of spiders that are exposed by toxic waste, causing them to mutate into gigantic, monstrous creatures and attack a small American mining town. The film was dedicated to the memory of several people: Lewis Arquette, father of David Arquette, who had died in 2001 from a heart failure, and Don Devlin and Pilar Seurat, the parents of producer Dean Devlin, who died of lung cancer in 2000 and 2001, respectively.

Plot On a highway outside of the quiet mining town of Prosperity, Arizona, a truck driver carrying a load of chemicals swerves to avoid a rabbit, causing a barrel of toxic waste to land in a reservoir. An exotic spider farmer named Joshua has been making regular visits to the site, where he collects crickets for his spiders. Because the spiders have ingested the toxins, they have grown in size and appetite. Joshua shows Mike, a local boy, his collection, including an enormous female Black Widow Spider from Brazil named Consuela. After Mike leaves, Joshua is bitten by an escaped tarantula and accidentally knocks down the spider cages. He, along with his pet parrot, is killed by the spiders and, after devouring him, the spiders grow to even larger proportions.

One week later, Mike again goes to visit Joshua, but is stopped by his mother, Sheriff Sam Parker and Deputy Pete pulling the toxic barrel out of the pond. Wade, the Mayor of Prosperity, is holding a town meeting in the mall about whether they should sell the mines and relocate. Chris McCormick, whose father owned the mines before he died ten years ago, shows up and stands against Wade's proposition. Chris also sparks a romance with Sam. Meanwhile, Harlan Griffiths, an eccentric extraterrestrial enthusiast, is broadcasting his theory that various missing pets around town have been abducted by extraterrestrials. Inevitably his theory is dismissed as the product of a deranged imagination. Mike sneaks out on foot and finds Joshua and the spiders missing, the farm covered in webbing, and the dead body of Joshua. Although he sees an enormous spider shadow in the mines and tells Chris that the spiders have grown to enormous sizes, based on a giant spider leg he found at the mine entrance, Chris doesn't believe him. Meanwhile, the mines have reopened with the miners searching for a famous gold lode.

One miner is eaten by a gigantic spider, whose clan have made the mines their home. Seeing as the entire town is connected in some way to the mines, spiders show up in many different places. Deputy Pete Williams's cat has a fight with one of the spiders in the air vents before being eaten and some of the ostriches on Wade's farm are devoured by trapdoor spiders. Ashley, Sam's daughter, breaks up with her boyfriend Bret, and he and his motorcyclist friends are chased by jumping spiders, with him being the only survivor, accidentally cutting off the telephone line and being stuck in the mine. Chris finds out that his Aunt Gladys and her dog are abducted by a male orb weaver in their basement. Sam is convinced Chris and Mike are delusional. However, her skepticism fades and she realizes that Chris and Mike were right all along when she witnesses a giant male orb-weaver attempting to abduct Ashley and Chris. Sam kills the spider with a shotgun and saves them both. Meanwhile Bret, still wandering the mines, gets a good peek at the giant Consuela during her feeding.

Sam contacts Pete and tells him to bring all guns in the police station's possession and they escape to Harlan's trailer, knowing he has a radio station that he operates from within his trailer. As Sam broadcasts the threat over the radio, a giant tarantula, the "tank" of the horde, assaults Harlan's trailer but they manage to escape. As the town is besieged by vicious spider hordes, many people are eaten, Chris tries to convince Harlan that the spiders are "from Earth" but ends up convincing him that they are "Spiders from Mars" to make him happy, Sam tells everybody to evacuate to the mall. Chris, Sam, Mike, Ashley, Harlan, Wade and many other townspeople all escape and barricade themselves in the mall (but Wade flees into the mines and locks the gate before the attack) and defend themselves from the spiders. Meanwhile, Harlan and Chris climb onto the roof and ascend the radio mast and try to get a signal to call the army as they are being attacked by the spiders, but are believed to be pranksters. Harlan jumps from the roof, after the tarantula breaks open the gates and lets the spiders enter the mall, and lands in some bushes, where he meets up with Pete. The two run from spiders as Chris meets up with the remaining townsfolk and goes down to the basement. Meanwhile Bret, still wandering the mines, encounters the cowardly Wade before his abduction.

While the townsfolk are in the basement, Bret arrives on a forklift that brings down the locked gate, and they all head to through the mines straight to the front entrance, discovering the methane-filled tunnels. After losing Norman and freeing Wade, Chris goes to look for his Aunt Gladys in the mines and finds her and the gold his father was searching for, but is confronted by the gigantic Consuela. He uses perfume to distract the spider and then escapes using Bret's motorcycle. Chris then blows up the spiders and the mines utilizing Gladys's smoking addiction and the high concentrations of methane gas. The police finally arrive. They had not believed the reports of the spiders but believed Harlan's theory that the assailants were extraterrestrial in nature, until Pete tells them that the assailants were "just spiders, that had ingested extremely high levels of toxic waste." He tries to show this is true by showing his head, thinking (since it was exposed to the toxic waste) that his hair grew back, but unfortunately it did not.

As the story ends, Harlan is heard making a radio report about the spiders. He concludes that the town has decided to cover up the whole incident, but have let Harlan continue broadcasting the incident, and Chris reopened the mine. He then gives a toothy smile, revealing several golden teeth.


David Arquette as Christopher "Chris" McCormick Kari Wuhrer as Sheriff Samantha "Sam" Parker Scott Terra as Michael "Mike" Parker Scarlett Johansson as Ashley Parker Doug E. Doug as Harlan Griffith Rick Overton as Deputy Peterson "Pete" Willis Leon Rippy as Wade Matt Czuchry as Bret Jay Arlen Jones as Leon Eileen Ryan as Gladys Riley Smith as Randy Tom Noonan as Joshua Taft (uncredited) Matt Holwick as Larry Jane Edith Wilson as Emma Willis Jack Moore as Amos Roy Gaintner as Floyd Don Champlin as Leroy John Christopher Storey as Mark David Earl Waterman as Norman


Director Ellory Elkayem got the idea from his 1997 short film, Larger Than Life, which also handled a spider-fighting storyline.

The film was originally titled Arach Attack[1] (under which it was released in some parts of Europe and other countries around the world) but the similarity to "Iraq Attack" made the title seem inappropriate so near the start of the Iraq War.[citation needed]

The title Eight Legged Freaks is a line that Arquette ad-libbed in the movie: "Get back, you eight-legged freaks!"

Filming locations

  • The town of Prosperity does not exist in Arizona. The scenes inside Prosperity Mall were actually shot in an abandoned mall in Glendale, Arizona. The location was formerly Valley West Mall and also known as Manistee town center. This movie would be the last operation that took place in the mall, as it was demolished soon after shooting was completed. The mall's demolition was featured in the film as a consequence part of the tunnel's methane gas explosion. The Mall land was redeveloped into a retail strip afterwards.
  • The scenes in Aunt Gladys's house in the kitchen and in Gladys' basement were filmed at the Manistee Ranch in Glendale, Arizona, directly adjacent to the Mall itself.
  • Some of the town scenes were shot in the old copper mining town of Superior, Arizona.
  • The gas station scene was shot in Black Canyon City Arizona.

Spiders used in the film

Jumping spider Orb-weaver spider Black Widow Spider (Consuela: Supreme Leader and Matriarch of the Spider Army) Tarantula (Tank: Second-in-Command of the Spider Army and Assistant of Consuela) (several species are featured, including the Pinktoe Tarantula, the Chilean Red Tarantula, the Mexican redknee tarantula, the Pink Foot Goliath, and the Goliath birdeater) Trapdoor spider Australian funnel-web spider Spitting spider

Alternate credits

The alternate beginning is an extended version in which Harlan does a broadcast promoting the mall, after which a worker at the mall sees Wade having the toxic waste put in the basement. In the alternate ending, after the mines are blown up, the townsfolk walk down a road to get help. They meet up with Pete and Harlan who were walking through the desert, Pete trying to convince Harlan the spiders were not aliens. Afterward, Sam and Chris kiss as the scene ends.

Video game

A video game adaptation titled Eight Legged Freaks: Let the Squashing Begin was also released in 2002 for PC and Mac and could be downloaded from the official website, which is currently inactive.


The teaser trailer debuted in 2001.

Cancelled sequel

On January 5, 2003, the movie news website Moviehole reported that Eight Legged Freaks 2 was in development, but no additional information has come forth since then.


Eight Legged Freaks was met with mixed reviews. It currently holds an approval rating of 48% on Rotten Tomatoes based on 144 reviews, with an average score of 5.44/10. The site's consensus states: "This homage to the B-movies of the '50s has a promising first half, but runs out of ideas in the second".

Audiences polled by CinemaScore gave the film an average grade of "B-" on an A+ to F scale.