A mad scientist, Dr. Aranya (Jackie Coogan), has created giant spiders in his Mexican lab in Zarpa Mesa to create a race of superwomen by injecting spiders with human pituitary growth hormones. Women develop miraculous regenerative powers, but men mutate into disfigured dwarves. Spiders grow to human size and intelligence.

An Arabian prince, kidnapped at birth and raised as a thief, plots to regain his throne from his evil uncle in this colorful costume adventure.