|Distributed by||Universal Pictures|
|Directed by||David Wu|
|Produced by||Derek S. Rappaport
|Written by||Grenville Case|
|Music by||Lawrence Sharagge|
|Editing by||David Wu|
|Running time||84 minutes|
Four electricians, Dean, Junior, Ray and Shelly, are sent to cut off the power in a condemned building before it's torn down. They notice there's a difference between the floor plans and the actual size of the building. Upon breaking down a door they discover an old laboratory, which encloses an atomic pile (vintage nuclear reactor) powering a weird machine in the floor. They unwillingly set off an alarm and then boot up the device. Dean falls through a dimensional portal that's created and Junior goes after him, while Ray and Shelly read a journal left behind by the scientists. Dean and Junior appear outside in a deserted and web covered Chicago. Dean goes off to have a look around, while Junior waits for the others. Shelly, by reading the journal, realizes that the researchers were attempting to make a gateway to a parallel universe and he and Ray decide to step through the portal.
Finding no one on the other side of the dimensional portal, Ray and Shelly set off and get a fright when Junior leaps out. Junior leads them to a broken-down security van, with much money in the back. Junior, Ray and Shelly start celebrating, while Dean comes running back armed with a block of wood. Junior suddenly says "Guys" and steps forward with a claw in his stomach. Junior dies, and more creatures (spider people) attack the others. A group of humans save the electricians and kill the creatures. They fight more of the creatures, and head back to the portal, Dean stops to help a survivor and the portal closes leaving him trapped. On Shelly's and Ray's side, the atomic pile shorts the portal. Shelly starts trying to fix it, while Ray goes off to call for help.
The survivors bring Dean into their hideout where they meet Crane. A female survivor, Elayna, insists that Dean come with them to see "The Old Man". She blindfolds him and they set out for the base. Meanwhile, Ray comes back saying that everyone thinks he's insane and refused to send anyone. He did however come back with a small arsenal of guns. Dean meets the Old Man, who is revealed to be Dr. Richard Moreli, the inventor of the portal who got stranded here 30 years ago. Dean tells him his friends are on the other side and trying to fix it. Dr. Moreli tells him when he opened the portal 30 years ago, it let in the giant Spider Queen, who set out to enslave or eat most of humankind.
Elayna says the "soldiers" (the spider people) used to be normal people, but the Spider Queen's venom makes them completely under her control. Any survivors are made to show the soldiers where their base camp is, when the others go out and find the camps they are empty and bloodstained. They leave the base, to find the Spider Queen has been watching, they hear gunshots and find Shelly and Ray. The survivors bring them back to the base, and Shelly and Moreli begin to build a new portal.
The lookouts spot "soldiers" in the building and chase them. Dean and Ray stay behind to defend Shelly and Moreli. Dean gets impatient and goes off to help, leaving Ray alone. Dean, Crane and Elayna, meet up and go back for Moreli, but find Ray with a broken leg and alone. The three set out for the Queen's lair, while Ray stays behind to build traps. They find Moreli in the food chamber, but Shelly has been bitten. Shelly grabs Dean's gun and holds it to his head, telling them to go. The four race back to the base, while Shelly comes face to face with the Queen. Shelly tries to shoot her, but she is too far gone. She leads the Queen and her army to the base, and the "soldiers" kill everyone but Crane, who kills all of the army but Shelly and the Queen. Crane collapses, and Moreli leaves the makeshift lab to go out to him. Crane dies in his arms, and the Queen leaps down and kills Moreli.
Shelly enters the lab, turning off the power. Dean tries to get through to him, but fails and ends up killing him. Dean and Elayna work hurriedly on the portal, and they are just about to power it up when the Queen shows up. Dean grabs the last two wires to connect, and he connects them to the Queen. The current starts moving between the two, and the Queen gets electrocuted. The portal opens and Dean and Elayna jump through. The strain on the power system causes it to explode, taking the Queen with it.
Dean and Elayna wake up on a beach, and they share a kiss, just before a large flying animal attacks and presumably eats them, the two having apparently only made it to another alternate world and not home.