If you’re looking for the ultimate example of Shatner vs. Nature, look no further. This isn’t just a movie; it’s a masterclass in how to take a humble Arizona town and turn it into a literal web of madness, all while the Shat wears the hell out of a Canadian tuxedo.

Directed by John “Bud” Cardos and written by Richard Robinson and Alan Caillou, whose real name was Alan Samuel Lyle-Smythe MBE, M.C. and who was an author, actor, screenwriter, soldier, policeman and professional hunter.

Despite the initial fright they may cause, it’s worth noting that tarantulas’ venom is about as dangerous as a bee sting. They mostly cause itching from the shedding of their bristles, which are used to make itching powder. This fact, coupled with the humorous association of itching powder with comedy-movie mischief, adds a delightful touch of humor to the film.

This film features 5,000 tarantulas in its cast, a staggering number that took up 10% of the film’s budget. It’s safe to assume that star William Shatner was compensated more than his eight-legged co-stars. Interestingly, these spiders, being cannibals, had their own set of demands. All 5,000 of them had to be kept in separate containers, which posed a unique challenge for the production process.

They’re also very shy, so to make it appear that the spiders were attacking people, fans and air tubes were used.

Let’s take a trip to Camp Verde, Arizona.

That’s where Dr. Robert “Rack” Hansen (Shatner) practices. He’s heading out for a house call to see Walter Colby (Woody Strode), whose prize calf dies for reasons that puzzle Hansen. Diane Ashley (Tiffany Bolling) comes down from the big city of Flagstaff to blow his mind: spider venom killed the cow.

It gets worse. Walter’s wife, Birch (Altovise Davis, Sammy Davis Jr.’s third wife), soon discovers that their dog is dead and that a giant spider nest is in the backyard. Thanks to pesticides, spiders have lost their natural food source, and instead of turning on one another, they’ve decided to eat larger meals.

Their big scientific plan is to burn the spider hill, which doesn’t go well because the arachnids escape into tunnels and display advanced intelligence, carrying out a revenge attack on Walter, his wife, and Hansen’s sister-in-law, Terry (Marcy Lafferty).

The mayor (Roy Engel) gets Sheriff Gene Smith (David McLean) to spray the town with pesticides, which is how things got this bad in the first place. Ashley says rats would have been a better idea, but obviously, the mayor met Larry Vaughn at a mayor’s convention in Las Vegas and saw his seminar on never canceling the county fair, no matter what common sense tells you. More pesticides are planned, but the spiders deal with that by crashing a crop duster.

One of the most effective parts of the film is the ending, a bleak, The Birds-esque finale that subverts the typical happy ending of the era. The use of country music on the radio as a backdrop to the town’s total isolation is a stroke of low-budget genius. It suggests that while we’re all going about our business, listening to the latest hits, an entire civilization could be getting cocooned just down the road. It’s also basically a painting.

In 1998, Shatner told Fangoria that he was working with Cannon Films in the late 1980s to produce a sequel, but he probably meant Menahem’s 21st Century, which did run trade ads for Kingdom of the Spiders 2. Shatner would direct, write and star in the film, in which a man would be tortured with spiders. As you can imagine from Menahem’s playbook, this ad was just a photo of Shatner and the movie’s title.

Producers Igo Kantor and Howard James Reekie, using the name Port Hollywood, planned a sequel in the 2000s that promised Native American myth and spiders driven mad by secret government experiments involving extremely low-frequency tones.

I love this movie because you can tell that the spiders want nothing to do with anybody, much less feel the need to attack them. The entire cast fights an octopus Bela Lugosi-style, if you will, and the emotion of fear is present, but no one is ever in danger. Sure, this was made by dumping buckets of spiders on people, but that warms my heart.