Director: Ellory Elkayem

Writers: Ellory Elkayem, Randy Kornfield, Jesse Alexander

Cast: David Arquette, Kari Wuhrer, Scott Terra, Scarlett Johansson, Doug E. Doug, Rick Overton, Leon Rippy, Matt Czuchry, Tom Noonan, Eileen Ryan

Plot: A highway accident causes a barrel of toxic waste to spill into a reservoir in the little town of Prosperity, Arizona, where the chemicals spread to a spider farm. The owner, Joshua (Tom Noonan) collects contaminated crickets to feed his beasts. A boy named Mike (Scott Terra) stops by for a visit, and Joshua shows him the various species of arachnid in his collection. After Mike leaves, Joshua notices some of his spiders have gotten loose. They suddenly attack and destroy him.

A week later, Chris McCormick (David Arquette) comes back to Prosperity after a decade away. His father owned the town mines, and he’s come home to stand against the mayor who wants to sell all the town property and relocate. Meanwhile Mike’s mother, Sheriff Sam Stroud (Kari Wuhrer), has uncovered the toxic waste barrel. On her way home, she pulls over a group of teenagers on dirt bikes, including her daughter Ashley (Scarlett Johanssen). She takes her home, warning her about her boyfriend Brett (Matt Czuchry), who also happens to be the mayor’s stepson.

At a town meeting Mayor Wade (Tom Rippy) tries to convince the people to sell their property to a company that wants to use their empty mines (to dump waste, but he leaves that part out). Chris insists his father saw a lode of gold in the mine before he died, and punches Wade, who orders Sam to arrest him. Sam, who shares a history with Chris, lets him go.  His aunt Gladys (Eileen Ryan) mentions that Sam is divorced now, and urges him to tell her the real reason he hated her husband so much he left town.

Sam gives Ashley a stun gun to protect herself while Mike follows spider tracks to the mines, noting that they appear to have grown to enormous size. Hitchhiking home, he’s picked up by Chris, who has been sending miners to look for the lode his father found, at the same time trying to avoid deadly pockets of methane. Mike shows Chris a segment of a huge spider leg he’s found, admitting he fears the spiders are growing and have hurt Joshua. Chris, of course, doesn’t believe him, because “they never believe the kid.” Back in the mine, Chris’s employees are attacked by the giant beasts. Their next attack is on Wade’s ostrich farm, gobbling up birds whole. Local crank radio host Harlan Griffith (Doug E. Doug) starts reporting on stories of pets and other animals being devoured by some sort of creature, which he believes to be an alien.

Ashley, in the desert with Brett, uses the stun gun when he tries to pressure her into sex. She takes his truck and leaves him with his friends, just before the spiders attack. Brett manages to escape into the mines, where he finds several of the miners still alive, webbed into coccoons. Gladys is in the mines as well, through a shaft that opened up into her basement. Chris goes after her, finding an enormous spider leg, and rushes to Sam’s house to talk to Mike. While a puzzled Sam watches, the two of them begin to calculate just how big the spiders are. Down the hall, one of the giants climbs into Ashley’s bedroom. When she screams, Sam and Chris burst into the room and she kills it.

With the phone lines down, Mike suggests they go to Harlan’s radio station and broadcast a warning. They fight their way past the spiders to the station and Sam tells the townspeople to arm themselves, urging them to gather at the mall to make a united stand. With the spiders in force, the people flood the mall and lock themselves in. Their only hope to call for help is Wade’s cell phone, but Chris and Harlan have to climb the antenna on the roof to get a signal. Everyone else raids the mall for weapons. Chris calls the army, but they ignore him, believing it to be a prank call. As he screams at the phone, the spiders begin to punch through the gates protecting the people inside the mall.

The townspeople escape the overrun mall by fleeing into the mines and Chris tries to lead them to an exit. Instead, they find the methane pocket, and Wade and other living people, cocooned to be fed to the queen. Chris tells Sam how to find the way out while he continues to search for Gladys. Before he leaves her, he tries to explain why he left town, but she already knows: his father told her Chris loved her, he knew her husband was cheating on her, but didn’t want to break up her family. She kisses him, tells him to make it up to her later, and they run. Chris finds Gladys, and the vein of gold his father found… but the enormous spider queen is there as well. Afraid to shoot his gun because of the methane, Chris uses advice Mike gave him earlier and spritzes the spider with perfume, driving it back so they can escape. Outside, Sam and Mike fuel the generator that powers the mines, sparking it to life with Ashley’s stun gun. The electricity lights the gas and Chris and Gladys just barely an explosion, which roasts the spiders in the mines, along with the toxic waste Wade had tried to hide, destroying his property in the process. As the cleanup begins, Chris and Sam hold each other, and she tells him she’s glad he came home.

Thoughts: Fear evolves over time, with each generation drawing on the context of its own world to create the things it fears the most: witches in the 17^th century, Nazi domination during World War II, trans-fats in the year 2012… but in the 1950s, the big fears were nuclear power and the Soviet Union, which somehow melded in a series of movies where small animals mutated into giant ones and terrorized teenagers and scientists who all smoked pipes. Eight Legged Freaks is a tribute of sorts to that subgenre of the monster movie.

I’m not sure if it says anything about horror/comedies specifically, but looking at David Arquette again certainly brings to mind certain things about Hollywood in general. Just ten years earlier, in Buffy the Vampire Slayer, Arquette was cast as the punk teenager. By Scream in 1996, he was the punk teenager’s older brother. Now, in 2002, he’s the love interest to the punk teenager’s mother. Either the years were not kind to him, or Hollywood has tacitly admitted he was really too old to play those other parts in the first place. (If he made another movie with Scarlett Johanssen today, ten years later, I’d bet you even money he would be her love interest rather than her mother’s. Hollywood is weird.)

The sweet-natured, awkward character he plays here isn’t all that different from his character in the Scream films, but it happens to be the sort of character he plays very well. You show me David Arquette playing kind-hearted and a little dorky, and I’m totally on board. I rather liked Scott Terra as Mike as well. He’s the sort of kid who could easily turn into an obnoxious know-it-all, but he’s balanced much better than that. Instead, he comes across as a particularly young example of the one sane man in a room full of lunatics, and the moment when Chris recognizes that and implores the townspeople to “listen to the kid, for once,” is a good little meta-commentary on horror movies and a nice character moment for them all. It’s only made stronger by the fact that most of the people actually do listen.

The monsters themselves, to be frank, could have looked better. The movie uses a lot of CGI, and not great CGI at that. It really would have served the film much better to use campy puppets or models, truly embracing its B-movie roots. When the spiders start crawling out of a miner’s mouth, all I can see is a man standing there, jaw agape, while someone sitting at a computer Photoshops lots of little spiders all over his face. It’s even worse when the giant spiders attack the kids on dirt bikes. In broad daylight, the effects team can’t even rely on the cover of darkness to hide just how weak the computer animation actually is. On the other hand, the movie does use practical effects to show an ostrich exploding, and there’s literally no way to complain about that.

The bad effects really hurt the overall charm of the film, and there’s a lot of it. The plot has an old-school B-movie feel, while the production values (aside from the CGI) are pretty good. I also give the filmmakers credit for using a variety of different spiders throughout the film. There are dozens of different looks and feels of creature in this movie, and while I don’t have nearly enough ichthyologic knowledge to tell you how accurate any of the spiders are (in either appearance or behavior), they at least made an effort, which is more than you can say for a lot of movies. There are plenty of good comedic moments here too. The scene in the mall, when the townspeople grab baseball bats and pitchforks and crossbows and hockey masks and suit up for war, is a nice sort of statement on small-town fortitude. Sure, there turn out to be a few cowards in the group, but many of them stand and fight true, getting out some good quips and solid action (CGI notwithstanding) in the process.

And composer John Ottman deserves every shred of credit one can muster for making a creepy version of “Itsy Bitsy Spider” the core of the movie’s musical score. Every time the strains of that tune begin to play, it’s impossible not to smile.

I really want to love this movie, and there are a lot of parts of it that are wonderfully fun. This is actually a case where I wish they could somehow remake the movie with cheaper special effects. The filmmakers overreached, tried to make an A-movie out of a delightful B-script, and it falls a little flat as a result. I do like this movie, I like it a lot, but if only director Ellory Elkayem had stayed true to the cheesy roots of the film, it could have been a classic.