A giant alien spider escapes from a military lab and rampages the city of Los Angeles. When a massive military strike fails, it is up to a team of scientists and one clever exterminator to kill the creature before the city is destroyed.

After a night of drunken exploits, Allison, Harris, and Kira are chased and terrorized by the ghosts of a child pyromaniac, an ax murderer, and a rapist.