Man, Frank Marshall picks some wild movies to direct. There’s the cannibal-themed Alive, the apes with lasers Congo, the Disney film Eight Below and The Bee Gees: How Can You Mend A Broken Heart.

If you ever wanted to walk around your house in bare feet again, you should probably skip this movie, which has spiders crawl into people’s ears via a football helmet and even live inside a dead nature photographer as his body is shipped back to America in a coffin.

It’s up to Dr. Ross Jennings (Jeff Daniels), a new doctor in town with the titular phobia, who has to protect his new town of  Canaima, California for an invasion of the spawn of prehistoric spiders mixed with old fashioned American creepy crawlers.

John Goodman shines as Delbert McClintock, an exterminator, and Julian Sands is as mean as ever as the villainous Dr. James Atherton. The small spiders used in the film were Avondale spiders, a harmless species from New Zealand, while the giant spiders were bird-eating tarantulas with eight-inch legspans. They were all handled by entomologist Steven R. Kutcher, who also was in charge of the locusts in Exorcist II: The Heretic, the bugs in Prince of Darkness and the mosquitos of Jurassic Park amongst many other films. As for the monstrous general spider, it was one of the first props made by Jamie Hyneman, who could go on to star on MythBusters.

This was written by Don Jakoby (Lifeforce, Double Team, Invaders from Mars), Al Williams and Wesley Strick (Cape Fear, The Saint, Doom). It was made under the Hollywood Pictures name instead of Disney, as it’s a pretty frightening film in moments.