Do you know fear?
Do you know what it's like to feel your heart beating so intensely...
...that you can't even breathe?
This is a story...
...of monsters. Creatures.
Hideous nightmares that crawl in the night.
I've seen them.
I've seen them in visions.
And you will too.
I know you're saying to yourself.
"What is this brother doing in this godforsaken place?"
The truth brought me out to the only place...
...where I can speak the truth and they can't get me.
That's right. Right here at KFRD, freedom radio.
The source for the inside dope on conspiracies, aliens...
...and up- To- The- Minute reports on when they'll invade.
It's morning here in Prosperity, Arizona...
...and it's time for America to wake up, people!
Wake up before it's too late! But no.
Of course you're still asleep.
You still think we landed on the moon...
...that Oswald killed Kennedy, and that a black man's vote in Florida counts!
Wake up!
Look to the skies. Look to the skies, my friends.
Unless you're driving. I don't want nobody suing.
Got enough government problems. Can barely pay for this damn trailer.
Keep talking, buddy. Say something that has caffeine in it.
It's a hard life spreading the truth. Never made Gandhi rich.
Never made Mother Teresa rich. L. Ron Hubbard?
Actually, he did pretty good for himself.
Interesting.
Joshua?
You're a big fella.
Joshua! You trying to scare me to death?
Hello, Mike.
The Lycosa narbonensis looks different today. It's bigger.
It's their diet. I made a discovery.
These have been in the pond for the past three days.
Crickets?
They're like...spider steroids.
I see dead people. I see dead people.
He loves that movie. I don't...
There they go! Look, look!
- He was hungry! - As they grow, their appetites do too.
I've never seen spiders this big. It's because of those crickets?
I'm gonna make a fortune.
Jumping spiders!
Yeah, Habronattus orbus.
Look, look how they kill.
I call this an arach- Attack.
- Get it? - Yeah. It's good.
Have the orb weavers come in?
T ook me forever to get that mating pair.
I had to bribe every customs agent from Santiago to Tucson. But here.
That is too cool.
See, the male orb weavers compete for the female's attention.
They all try to give her the best present. Like bugs...
...or, you know, rats or the occasional parrot.
Let me show you something.
You see, the prey is cocooned alive so she can eat them in her nest.
You know how women like breakfast in bed.
Look at it.
Look at this, look at her.
The female is three times as big as the male.
Say hello to Consuela.
She fills her prey with digestive acid...
...to liquefy it so she can drink it from inside out.
While it's alive.
Man...
...am I in trouble.
I have to go. I'll call you later, okay?
Next week, I bet they're twice as big as today.
Bye, Josh. See you next week!
Where did you go, little fella?
I see dead people! I see dead...!
Sorry, sonny. We aren't hiring.
You sure? I'm a pretty good engineer.
Do I look like a woman who isn't sure?
Yeah, well...
- I used to know my way around here. - We aren't hiring.
We're laying off. We're three months from a going- Out- Of- Business sale.
- Got the picture? - Yeah, I got the picture.
But my name's not Sonny.
It's Chris.
Chris?
Aunt Gladys.
Welcome home.
Bad dog! No!
- Pete, what are you doing out here? - Well, we got a...
No. Question is, what are you doing out here?
- You were supposed to stay home. - What did you find, Mom?
Some jerk tossed a barrel of chemicals off the road.
Looks like it's been out here a couple of weeks.
Who knows how much contamination it's caused.
The water is contaminated?
Pete, send a sample down to the EPA lab in Phoenix.
Let's see what they come up with.
- I have to tell Joshua! - That's where you were going?
I told you no more visits to that spider farm, didn't I?
- You're grounded. - But I have to tell Joshua about this.
I don't want you hanging out with him. Those spiders are dangerous.
They give you nightmares, and you keep me up all night.
You know what happens when I don't get enough sleep, right?
Bad mood?
Put your bike in the truck.
- Can you help him with his bike? - Yeah, okay, sure.
Hang on, Mike.
Party's over, gentlemen. Off the bikes.
Great, this is all I need.
She is the sexiest sheriff in the country.
I know, it's weird.
- You bought yourself a reckless, Bret. - Give them a break.
- Get in the truck, Ashley. - Mom!
Now.
- Give me your license. - Come on, sheriff.
- Anything you say can be used against... - Shut up!
You have a right to an attorney. If you can't afford an attorney...
Larry, do we know anybody at City Hall who might be able to take care of this?
Bret, isn't your stepfather the mayor?
Put my daughter in danger again, I'll show you how little that means to me.
We're cool, sheriff.
- Do you think G- String or underwear? - Definitely thong.
- You're kidding. Gonna pay for this? - No.
- Sweet. - That was really sweet.
- I heard that! - Whatever.
Bret, I can't believe my mom gave you a ticket. It was humiliating.
- I need the phone. - You don't. You have no friends.
I can't get any privacy around here, you know?
Hello?
My God.
Anybody know what's going on with the phone?
Come on, Joshua. Pick up!
- How much? - Lt don't make sense.
Wait. This is a town meeting, not the WWF.
Mayor?
Why can't those of us that want to sell, sell?
Viroanol wants all of our properties or none of them.
Let's face it, the town's going broke. They'll pay us to relocate.
How do we know this isn't another one of your get- Rich schemes...
...like building this ridiculous mall out here?
They scrapped plans to run a freeway here...
- Or that stupid ostrich farm of yours. - It's good meat. It's healthy.
Everybody here is having some financial problems.
I want to get out from under this. The rest of you should too.
This is a government cover- Up, isn't it?
- What are you talking about? - Why they giving so much money?
Just to get to the mines?
They want to put the empty mines to use. It's safe.
The only reason that we've kept this town going...
...is the hope the McCormack mines could turn their selves around...
...and put everybody back to work. It is not happening.
Old man McCormack, God rest his soul...
...he's dead.
- As dead as those mines. - Well, Mr. Mayor...
...before he died...
...he claimed he'd seen that vein.
Let's be honest, Leon. The man was hallucinating.
Those mines are filled with methane gas.
You're gonna load that gun with toxic waste?
- This is for landowners only. - I am a landowner, Wade.
Chris McCormack! I didn't know you were back.
My father said he'd found the Agua Mesa lode. I believe him.
He said a lot of things near the end.
I'm not selling the mine.
Chris! Wait up!
- You're being foolish. - Back off.
Your father was delusional.
Shut the hell up about my father. I'm warning you.
Since when did you care about the mines? You've been gone 10 years.
Wade...
Don't make the town suffer...
...because you feel guilty you weren't around when your father died.
I'm talking to you.
I warned you!
- What the hell are you doing? - That's it!
I'm pressing charges. I want him arrested.
Go home, Wade. Put some ice on your nose.
Curve around 20 feet away from the scene of a misdemeanor. Thank you.
Ten years and you have not changed a bit.
- Lay low for a couple days, all right? - Good to see you again, Sam.
Just like old times.
Everything will be sorted out in the morning.
- So you still like men. - What are you talking about?
Nothing. I just saw you staring at his butt when you handcuffed him.
Who said it's okay to talk to me like this?
He's pretty cute for an old- Fogy kind of guy.
He just needs a shave.
Okay, folks. Show's over. Move along.
Night, Sam.
Nothing to see here, folks.
You don't have to go home, but you can't stay here.
Honey, give it a rest. It's so late. It's almost midnight.
You told me to finish the job. I'm trying to actually finish the job.
Let's give Zekie his snack and go to sleep. Where is Zeke?
Well, he's just...
Don't tell me he went into the dry wall again.
I was meaning to get a grille. They don't have the right size...
You were gonna finish remodeling this place. Over a month ago.
I don't think you know what you're doing.
We'll have to give Zeke cat food, and he hates that.
God forbid a cat should have to eat cat food. That cat is spoiled rotten.
If he was a kid, we'd send him to military school.
Poor Zekie.
- Let's lie and say it's tuna. - Okay.
You won't trick him. He's smart.
Zekie- Doodle.
Look what we got for you.
We got tuna.
Get your furry cat ass out of there!
Zeke.
What's going on?
Oh, my God!
She's divorced now, you know.
I don't want to talk about Sam Parker right now.
Man in a flea circus don't wanna itch, but he still does.
Something on your mind, Gladys?
- I know why you left town 10 years ago. - I left for a lot of reasons.
You wanted to avoid telling Sam why you beat up her husband.
That was a long time ago. I'm a changed man now.
Prove it.
March down to Sam Parker's and tell her everything.
Why you broke her husband's nose.
Why you left town without so much as a fare- Thee- Well.
And tell her once and for all how you really feel about her.
Lose the face fuzz before you do.
Makes your mouth look like a stripper's crotch.
That's disgusting.
Hello? Hey, Pete. What's up?
- Can you talk? - I can talk. What's the matter?
- Something ate Zeke. - What?
- He got in the dry wall. - Something ate your cat?
Oh, my God. What do you think it was?
Unbelievable.
- How is Emma taking it? - Well, she left me.
- She's gone to stay with her mother. - I'm so sorry.
- You okay? - I'm fine.
- You sound like you're crying. - No, no.
I just... I have an intolerance to dairy.
I'm just a little bit mucousy right now.
That's it.
Sam, I need to tell you something.
- It's Bret. I'm gonna get it. - Wait. Hang on a second. Come here.
I'm worried about things you've been doing lately, Ash.
This bad- Girl thing you're going through could get you in trouble.
I have something that I want you to keep with you, okay?
- I really don't want to do this now. - Just a sec!
I'm a man. You're a woman.
What am I doing?
- Take this. Protection. - Ls that a stun gun? Are you kidding?
- I knew guys like Bret at your age. - Mom, I'm not you, okay?
I'm not gonna get pregnant at 16.
I'm not gonna stay here for the rest of my life and be a trailer- Trash sheriff!
Thanks for the flashback.
I didn't deserve that.
I'm sorry, okay?
I'm really sorry.
Can I have the stun gun, please?
- Be careful with it, all right? - Okay. Thank you.
Get out of here.
Oh, it's you.
- I was wondering if your mom was home? - Mom! It's for you.
- Morning, Chris. - Morning, Sam.
I wanted to come by and apologize for yesterday.
I can handle Wade. Don't worry about it.
Great.
And since I'm back in town for a little while...
...I thought maybe I could...
Sam...
...before I left...
Is there something you wanna tell me?
Do you think we could...
...meet somewhere? Hook up? Not hook up.
I mean, meet somewhere and catch up on things?
Sure, Chris. We could do that.
- Great. All right. I'll be in touch. - Okay.
Who are the flowers for?
Well, they're for you, actually.
I picked them myself.
- Nice. - Nice.
All right, bye.
Picked them myself.
Come on.
Joshua?
There's no sign of Joshua...
...his parrot...
...or any of the arachnids.
Just these huge, intricate webs they've left behind.
I've discovered several arachnid tracks outside.
From my initial estimate, the spiders have doubled.
No...
...more like they're five times their original size.
I found this map in my dad's study.
Leon, is this the section he was working on when he died?
I thought so.
I want to concentrate all our energy in these tunnels here.
Those mines have the highest concentration of methane gas.
I'm not gonna make the same mistake my dad did.
I want all men to wear masks at all times.
If you feel disoriented, get to a higher chamber as soon as possible.
It's nice to know you didn't forget everything we taught you.
- Can you give me a ride into town? - Sure. Hop in.
Great, thanks.
What's that?
I think it's an exoskeleton of a male orb weaver's pedipalps.
Okay.
It's a spider's leg.
That seems awful big to be a spider leg.
That's the problem. But nobody's gonna believe me.
Believe what?
Do you really want to know?
- Try me. - Okay, the situation is this:
My friend Joshua sells spiders. They've been growing bigger and bigger.
Now they've broken out of their cages and headed down to the mineshafts.
Joshua is nowhere to be found. They might've killed him.
But you won't believe me. I'm the kid. They never believe the kid.
Let me see it.
It does kind of look like an old piece of cactus.
See?
So...
- ...where were you? - I went to Joshua's.
- What did I say about that? - His spiders are gigantic!
The town could be in danger. They could destroy everything!
People could get killed. Just hear me out.
I swear to God it's the television.
This is exactly your problem, right here.
I don't want to hear any more of your media- Induced nightmares.
Mom, listen to me!
Add a week to how long you're grounded.
- Please. - And no TV.
I know, I thought it was a slam- Dunk.
Who knew Chris McCormack would suddenly get gold fever?
I'm trying my best here.
Do you know what people would do if they knew...
...we were storing toxic waste without their consent?
Wade, I'm going out now.
Now, look. I let you guys run tests...
...putting that stuff in the mines under my property.
- I'll be back late. - You owe me on this.
Going off to get wasted, have an orgy. Might steal a car, want one?
Bret, I'm on the phone. Go have some fun. I'll see you later.
- We stand together or we fall together. - Thanks for caring, man.
I'll do what I can.
What the...?
Good Lord.
I've been warning you for years, but you wouldn't listen.
Now it's emerging as a trend in our sleepy little town.
The police wire says Bob Stuck's dog Skippy's missing.
It's the fourth missing- Pet call we've had today.
It's strange. It's strange.
People are saying it's coyotes, it's wolves. But we know the truth.
We all know about those cows and the probe.
The anal probe.
Let's talk about the probe. Let's talk about the anal probe. What is that?
What are they looking for? That's just wrong.
Skippy didn't do anything to anybody. He doesn't deserve that!
What will you find in a dog's...? It's just wrong!
You're all ostriches with your heads in the dirt.
Which just leaves your ass up in the air!
You're inviting the aliens in! They have no choice but to probe your butt.
Aunt Gladys, how can you listen to this wacko?
I think he's very informative.
Do Floyd and Leroy still have that barbershop?
Good idea. People are talking.
You can't light those matches?
Maybe it's a sign to quit.
If the aliens come and try to anal- Probe me...
...I'm telling you, I'm not taking that!
If you want a piece of me, don't take that piece!
So how much is a shave these days?
- Four bucks. - Four bucks?
- It's a good deal. - Got to give a good deal.
Can't charge around here what a barber can charge in other places...
...where they got money.
And jobs.
Of course, some people don't know a good deal when they see one.
- Maybe I don't need a shave. - Hold still.
I wouldn't want to cut you.
Bret, slow down.
- I thought you loved me. - I do. I do.
- But, I just... - But, what?
I don't want to lose my virginity in the front seat of a truck.
Why didn't you say so? I got a blanket in the back.
No. That's not it. I just don't think I'm ready.
- Tammy and Larry do it every night. - Fine, call them.
Have a menage a trois if you want.
- That dirty talk just drives me nuts. - Bret, no.
Bret, please.
- I'm warning you, okay? - I can't help it.
You just bring out the beast in me.
Back off!
My balls!
God, my balls!
Damn it! I pissed my pants! Don't you think you're overreacting?
- I was just copping a feel! - Overreacting?
I can't believe my mom was right about you.
Do you have any idea how embarrassing that is?
Ash, wait. I'm sorry!
Check out Bret.
Let's go! They're coming. Come on, let's go! Get on your bikes!
- Dude, did you piss your pants? - We gotta go.
They're coming!
Looks like the only thing going is you, dude.
Holy crap!
They're getting closer! Move it!
We have ostriches, cats and dogs disappearing all over town.
Last time I checked, cats and dogs are not fish.
And ostriches farmed are not game.
There has to be somebody at Fish and Game who can help.
Hey, watch it!
Yes.
What the hell are these things?
Here we go again. The phone lines are down.
They'll tell you it's a technical error.
But you know what it is. They're shutting us down!
I know what you're saying to yourself. " He's paranoid. He's crazy."
But you know, there's an old saying:
Just because I'm paranoid doesn't mean people aren't following me.
All of a sudden there's a communication blackout.
At the bottom of the bag. It's where they always put the food.
Here it is.
Here we go, Bruisie.
Bruisie?
Bruiser?
Aunt Gladys?
Bruiser?
Oh, my God.
Oh, Lord.
Are you in there?
Oh, my God!
I'm coming, baby. I'm coming.
Aunt Gladys, I lost the face fuzz.
Bruiser?
Aunt Gladys?
This ain't no cactus.
Mike!
Mike! Sam!
- Can I talk to Mike? - Why?
I can't explain now.
- Look what I found in my basement. - That thing is huge!
Give me a second!
Hold this.
What's going on?
So check this out.
After taking careful measurements of the exoskeleton I found at Joshua's...
...I calculated the spider was the size shown here.
- What spider? - The hole in the basement was bigger.
What hole?
Let's input the measurements from your exoskeleton and see what happens.
That's more like it...
...unfortunately.
- What the hell is this? - It's my media- Induced nightmare.
Oh, God.
So you're telling me a giant spider ate Gladys?
- Maybe not. Was there webbing around? - Yeah, lots of it.
She might have been attacked by a male orb weaver.
What's the difference?
Males compete for the female by bringing her presents.
The prey is cocooned alive so she can feed on it in her nest.
- Women like breakfast in bed. - So Gladys might still be alive?
That's Ashley! Come on!
Look out!
Keys. Keys, keys, keys!
Mike, get out of here!
- Throw me the scissors! - Scissors?
Scissors! Here you go!
Sam! Help!
Hey, spidey!
Thank you.
Pete! Come in, Pete.
Hold on to your shirt.
Is that you, Sam?
I don't know what's going on, but the phones are down.
I know. Take the weapons and get to my house.
Guns? Why would we be needing...?
Just do it!
Okay. All right. Okay.
Winchester, 30.06...
...Mossberg pump...
...and the Lee Harvey Oswald rifle.
Why we have that, I do not know.
Why don't you stomp them hills out and get some room to grow...
- ...before you start making brags! - Brags, is it?
I'm closing up.
You' re always talking at me about something.
Can you turn that thing down? You're already deaf from it.
I said, turn that thing down!
What did you say?
Bob?
First Emma leaves, now Sam's got me doing spring- Cleaning.
Can't get any worse.
So, what happened with you and Brian anyway?
He wasn't exactly the faithful type.
I've been trying to tell you this for a long time...
You can handle one of these, right?
- Ashley, Mike, you guys ready? - Just a minute, Mom.
- How many spiders did Joshua have? - I don't know. 100, maybe 200.
- Two hundred? Are you kidding me? - Hurry up, guys. Time to go.
Joshua's spiders are nocturnal hunters. They're coming out to feed.
- We have to warn everybody. - The phone lines are down.
To spread the word, to look into the dark places...
- ...our government- Controlled media... - We could broadcast a warning!
Who'll believe that lunatic?
What was that?
What the...?
What the hell is going on?
It's Pete. He's waiting. Come on, let's go.
See you, Ash.
I don't think that was Pete.
Oh, my God.
Holy moly!
Everybody get in the car, now! Ashley, go!
Come on!
Look out, Sam!
Come on!
What are you waiting for? Go!
Habronattus orbus.
The jumper.
Stay in the car. Pete, honk if there are any problems.
You got it, Sam.
- Mom. - Stay in the car!
Guys, stay.
- What are you doing? - I need to make a broadcast.
- You can't oppress me... - Show me how this thing works.
Consider this a government conspiracy to take over your station.
Here.
Friends...
...our local authorities have...
...an emergency message for our little community.
This is Sheriff Parker. I have an important announcement.
Pete, turn on the radio.
This is not a prank or one of Harlan's crazy stunts.
We have a crisis situation on our hands.
The town is being overrun by giant spiders.
I know how this sounds, but you must trust me on this.
I want everyone to arm themselves immediately.
I repeat:
Giant spiders are all over the town.
- Did she just say giant spiders? - That's just Harlan's show.
Giant spiders? What the hell kind of bullshit is that?
Aliens you believe, this you have a hard time with?
Why didn't someone say something? Look at me. God.
I gotta warn Sam.
No! Noise will just attract it.
- What should I do? - Give me the walkie- Talkie!
- Mom, are you there? - Yeah, Mike.
- Ls everything okay? - Don't make any noises.
There's a giant tarantula headed your way.
Copy that.
Oh, my God!
They're here!
You're just food to that thing!
Attention, people. Everyone meet at the Prosperity Mall.
I repeat:
The Prosperity Mall!
- Why the mall? - Concrete walls, steel doors.
Did you see that thing?
Come on!
I have four more payments on this shit!
- Come on! Hurry! - It's coming this way!
Go! Go!
Come on!
- Can I get a refill, Carol? - Help yourself, sweetie.
- That was an excellent ostrich burger. - Well, thank you.
Kind of slow today, huh?
It's always slow here, Wade.
There's no way you're telling me that thing back there is from Earth.
All right! They're spiders from Mars. You happy?
No.
It's the invasion!
I'm telling you, it's the invasion! I told you!
Everyone, just get to the mall as quick as you can!
Get to the Prosperity Mall as soon as possible.
Arach- Attack.
If you build it, they will come.
Get everyone inside and get the gate down.
Kids, go with him.
Oswald's gun.
This is the weirdest day of my life.
What is going on?
Look behind you!
- How do you lower the gate? - Key.
- Do you have it? - Yeah.
- Hurry up! - Okay.
- That's the back gate. The lavatory. - Come on!
- You're making me nervous! - I'm making you nervous. Give me that!
- Could it be the "front gate" one? - Yeah, front gate.
- Come on! - Come on!
Get inside! Hurry!
Mom, hurry up! Come on!
Mom, hurry! Hurry!
Mom, come on! Hurry up!
Mom, are you okay?
What exactly is that?
Spider, man.
How's the lock- Down holding? This one's pretty good.
They're holding, but we don't have much time.
Okay. All the doors are locked and secured.
No breaches out front. I haven't heard a sound. I think the doors will hold.
- Someone ought to get back there... - Go.
We have a right to know what's going on!
Those things killed Leroy.
Bob Miller, my best customer, was hanging from my ceiling.
What am I doing on the radio?
I've been telling you about the invasion for months.
Am I talking to myself? I'm here for you.
- You saying those things are aliens? - You're not listening...
Mom, they have to be quiet.
Those were big- Ass spiders! Really big ones!
Shut up!
Let's listen to the kid. For once.
Go on, Mike.
First of all, the spiders are attracted to vibrations. That includes:
Loud noises, movement and talking.
So everybody needs to stay as calm and quiet as possible.
- Why didn't you call in the Army? - Where have you been, Wade?
- The phones are dead. - Does anyone have a cell phone?
Use mine. You have to climb a mountain for a signal.
Use the antenna on the mall. That's how I get my broadcast out.
- Have someone climb and get a signal. - That's a great idea.
Be a hero.
I'll do it.
No, Sam. Let me.
I got your back.
- Great. - I've fought aliens my whole life.
About time I busted up a few of them. Face to face.
They're not aliens. They're spiders!
Those of you without weapons, arm yourselves...
...with anything that you can dig up. Then we'll meet back here.
Norman?
- Show me the way to the roof. - Where?
- The roof, Norman! - The roof. The roof!
- How's it looking? - Roof's clear.
Be careful, Chris.
Thanks, Sam.
I've been trying to say something to you, so I'll just say it.
- Okay, take these. You'll need them. - Perfume?
Spiders have a developed sense of smell. The perfume could confuse them.
- Great. We die, we die smelling nice. - Nobody is dying, okay?
That's the one who busted up my trailer!
I bet you he's their leader.
Come on.
- You have the phone? - I thought you did.
You said you had it.
Yeah, I got it. Sorry.
I got confused.
Damn it.
- I got a signal! - Great. Now, how about dialing?
911 emergency.
I'm calling from Prosperity, Arizona. My name is Chris McCormack.
I know how this sounds, but believe me. It's the truth.
Our town is being attacked by giant spiders. We need military intervention.
- This is not Dial- A- Joke. - This is not a crank.
- I'm hanging up on you. - Don't hang up. Please!
It's an invasion!
They' re here! They' re here!
That's what I've been telling you!
I don't know if those gates will hold.
I have to find Wade.
Has anyone seen Wade?
He went through a door back there.
Between the Sewing Center and the Cinemaplex?
He's going into the mines through the storage room.
Take everyone who's hurt and the kids to that storage room.
Norman, show them. Now! Go!
Here we go!
Get ready.
- Get ready! - Oh, yeah!
Got one!
Everybody get to the basement, now! Hurry!
Pete, come on!
Go, Sam! Get downstairs! I'll find another way out!
Guys, go!
Come on!
- It's locked! - What?
He must have locked it. We're trapped.
Get back! You eight- Legged freaks!
- My God! There's so many! - Harlan, get up here!
I'm afraid of heights.
Heights? Are you afraid of spiders?!
- Come on, Harlan! - I'll try to lead them away.
You'll what?
Defend the human race.
What are you, insane?
You'll never get that anal probe near me!
Harlan, no!
You know what? Let's just go back inside.
Locked.
Plan B?
I tell you what. We're just gonna run away.
Yeah?
Okay.
Bret?
Wade?
- What are you doing here? - I can't find my way out.
You won't believe me, but I've been chased by giant spiders.
Down here?
A second ago they were right behind me, but I think I lost them.
No, you didn't.
Go! Go, go!
Sam!
- Chris, where are you? - Sam, I'm up here!
What the hell are you doing up there?
- Just chilling. Get me out of here! - Back up.
Wait. You push and I'll pull.
Ashley?
Mom?
Wade locked the door.
- They're all around us! - Everybody hide. Take cover!
Bret?
Behind you!
- Bret? - Ashley.
- We better hurry! - Everybody, let's move. Come on!
Into the mines. Hurry!
There's gotta be flashlights or something.
Grab one of these.
Cool, a miner's helmet. I always wanted to try one.
- Can you lead these people out of here? - You bet. Come on, everybody! Let's go.
This should hold him.
I hope.
How do we get out?
We follow the power lines to a generator. They're always near an exit.
- Come on! Not that way. Hurry! - This way.
Follow the kid!
Hurry up!
You went back for that? Lose that thing. It'll slow us down!
This saved my ass so many times today!
What's that smell?
Wasn't me.
Methane gas. A lot of it.
Listen up!
The slightest spark or an open flame can blow us all to hell.
So be careful. Let's go.
Cables lead to a generator. Follow the cables.
Cables.
Way to a generator.
You guys!
It's this way!
Follow the cables. The cables lead to a generator.
Follow the cables.
Norman! Somebody save him!
No gunfire! No gunfire! It will set off the gas!
Catch!
Come on, hurry! Into the tunnel. Follow the cables.
Let's go!
People, hold on!
What the hell is this?
- What's going on? - I don't know.
That spider back there, was that the female?
No. That was just another male.
The female is three times as big.
So she's probably still close by, right?
Yeah, I'd say so.
Go back with your sister. Go back with your sister!
- Why are you here? - Mom sent me.
- Why? - You don't want to know.
We have to do it. It's the only way out.
Oh, my God.
What the hell?
What is it?
I think it's alive.
Don't touch it.
Don't...
It's Wade.
Bret, just go, okay? Just go.
Let's get him down.
Wade.
- I don't feel so hot. - Hold on a second.
Look at the size of that!
What the hell is this place, Mike?
- Lt looks like an orb weaver den. - Get us out of here.
- I can't. - Why not?
Is there a chance that Gladys is still alive?
- It's possible. - Are you crazy?
You'll have to get out without me. Follow the wires.
There's a shed outside with a generator.
- Start it quickly. - What are you up to?
I got an idea.
I get it. Everybody, come on.
Follow the cables. This way. Come on.
- Bret, I'll need your bike. - My bike?
- Just do it. - All right, kids, come on.
Leave it there. I've been trying to say this for a while.
- Now? - Yes, I may not get another chance.
- I should've said this a long time ago. - I know.
You beat up my ex because you found out he was cheating.
You couldn't tell me because you didn't want to break up my family.
And you've always loved me.
And if you'd said something, maybe our lives would be different.
Exactly.
Your father told me.
My dad told you?
Now, get moving so you can make it up to me later.
Go on.
That was easy.
Gladys.
This way. Follow me. Come on.
Breathe.
You're alive.
You look like an angel.
All that gold.
Gold?
Right behind you.
The Agua Mesa lode. He found it.
We need to find the generator.
Mark, get everybody away from the mines.
Hurry up. Get away from the mines. Get up there.
Mom, what about that one? Come on.
I knew he wasn't crazy.
What are you doing?
No, no. No smoking.
We gotta get out of here.
Stand back.
Shoot it! Shoot it!
I'll set off the gas! I can't!
Get back.
Mike, you saved us.
I need this more than you.
- Damn it. Why isn't it working? - Lt needs fuel.
- See? - All right, find gas tanks.
Anything you can find. We need gasoline.
Hurry! Hurry!
- What are you doing? - Lt'll set off the gas.
Hurry!
- All the gas cans are empty. - We just need one electrical surge.
Keep looking, everybody. Don't give up.
Here, will this work?
Ashley, you're a genius.
Switch. Put this on.
Mom, it worked.
Adios, Consuela.
Fire!
Aunt Gladys, are you okay?
Not my mall. Not my mall.
Not the mall. Please, not the mall.
I hope the insurance pays for this.
Let's go! Let's go!
I thought you said 911 didn't believe you.
They didn't.
They listen to my broadcast.
We never miss a show.
We drove from Tucson. It sounded like you needed help.
Where are the aliens?
How many times do I have to tell you? They're not aliens, okay?
They're spiders who grew because they ingested toxic waste.
That's a more believable explanation.
I had to drag that barrel out of the water. I got covered in it.
- And your point is? - Point?
See this? All brand new. Brand new growth. Check it out. Brand new.
Are you all right?
- Do you smoke? - No.
Good.
Dangerous habit. Disgusting. Causes explosions. Wish I'd never started.
- Any more people down in those mines? - My aunt was the only one alive.
I checked the other cocoons, but nobody made it.
We got cocoons! T old you it would be worth the ride!
Glad you came back home?
Yeah, I am.
Me too.
That is the story of how the aliens attacked our sleepy town.
To this day, people refuse to believe what happened here.
They'd lead you to believe I would embellish this story.
But we know the truth.
Two things I forgot to tell you.
One: They never did get that probe near me.
And two: As far as Chris McCormack reopening the gold mines...
...and putting everyone back to work...
Well, that, my friends...
...is another story altogether.