Biological researcher, Professor Gerald Deemer is trying to solve the food shortage around the food. He creates a new special nutrient created from Atomic energy. He tests the nutrient on animals making them grow to unbelievable sizes this includes several rodents and most notable Tarantula. One of his fellow researchers tries the formula and goes mad freeing the animals including the tarantula. Deemer was also exposed to the formula during the attack is growing disfigured it's up to Deemer's female assistant and a fellow doctor to try and stop the Tarantula's rampage.