There may be no more ANNOYING human on Earth than David Arquette!!! His spastic ticks are the personification of fingernails on a chalkboard whether he's hocking phone service on TV, or taking up space in a grossly overrated horror franchise. So it came as a personal shock when a creature feature hound like myself finally decided to cowboy up and endure his starring role in Eight Legged Freaks (2002, 99 minutes) only to discover he's more than just tolerable, he's actually pretty good. Why? Because giggle-wiggling Davey plays it straight! In fact, most of the cast does, which helps make this full-throttle homage to '50s king-sized critter classics ring true. Even within the one moment Arquette's allowed to uncork, it still manages to serve the flick, because if not for his "GET BACK YOU EIGHT LEGGED FREAKS!!!" adlib we'd be watching this gooey mayhem unfold under the vastly underwhelming title of "Arac Attack."

The movie: Like any credible giant bug picture, this one begins with a barrel of toxic waste flinging from a truck into a pond outside the sleepy desert town of Prosperity. And as an object lesson in the circle of life, crickets ingest the water, the now tainted crickets are used by a creepy loner to feed his extensive collection of pet spiders, who in turn grow to the size of VW buses with appetites to match. Arquette is the prodigal son of a failed miner who returns determined to strike gold and vindicate his father while saving the town from financial ruin. He's also apt to do some strip mining with a long lost honey who's now the sheriff of these parts. CineSchlocker idol Kari Wuhrer is the criminally gorgeous keeper of the peace. Coincidentally, it's her Poindexter kiddo (Scott Terra) who first suspects an outbreak of arachnid gigantism, especially as folks' pets become spider chow. When the critters feast, their appetites expand to two-footed entrees and soon the whole town's one big bug buffet. That's when millions of bucks worth of CGI starts slinging around with leapin' beasties chasing down horn'd up teens on dirt bikes and the final reel swarming of the Prosperity Mall. It's a fitting venue for Arquette and Wuhrer's steel-jawed last stand in the multi-eyed face of insectual absurdity. While Rick Overton goes for more overt comedy as bumbling Deputy Pete. As does Doug E. Doug as an Art Bell-like radio host obsessed with extra-terrestrial conspiracies and the indignity of anal probes. CineSchlockers are well familiar with the illustrious, flesh-friendly career of Ms. Wuhrer. Much of her body of work is available on DVD, but probably her most celebrated disc, Vivid (a.k.a. Luscious), has tragically fallen out of print. In it, she lets her frustrated boyfriend work out his artist's block by diddling and slathering her buxom bod with paint.

Notables: No breasts. 44 corpses. Gratuitous urination. Multiple explosions. Adolescent hitchhiking. One dead parrot, dog and cat. Multiple ostrich burgers. Testicle tazering. Web slinging.

Quotables: Chain-smoking Gladys (Eileen Ryan) doesn't mince words, "Loose the face fuzz ... Makes your mouth look like a stripper's crotch!" Ma Parker blames Tinseltown, "I don't want to hear any more of your media-induced, paranoid-delusional nightmares!"

Time codes: The insidious cause of it all (3:00). Terrific feline verses arachnid battle behind the drywall (18:55). A much-deserved ode to Them! (30:38). Extra juicy splat on a 18-wheeler windshield (40:50). Jason Voorhees and Leatherface merge to fight the coming onslaught (1:12:00).

Audio/Video: Presented in its original W-I-D-E-S-C-R-E-E-N (2.35:1) format with a nearly faultless transfer. Several scenes make excellent use of the Dolby Digital 5.1 track, creating a genuinely creepy feeling of movement around the room. There's also a separate fullframe release available for the narrow minded.

Extras: Fairly entertaining commentary by Arquette (back to his freakazoid self), Overton, director Ellory Elkayem and producer Dean Devlin. Much of the track dwells on effects and the sequence of filming, or rather the lack thereof. Probably of more interest to CineSchlockers will be Ellory's short film Larger Than Life (13 mins). The widescreen, black and white reel is a peppy salute to the genre right down to the "Oh no, here we go again" ending. Among about 10 uninspired minutes of deleted scenes are an alternative beginning and finale. Skimpy essay on giant bug flicks. Theatrical trailer. Vintage movie poster style animated menus have nifty little spiders that seemingly crawl across the screen, and when one stops, viewers can "shoot it" to access its official bug bio.

Final thought: In Hollywood's rush to out do its past, it often misses the goldang point. Elkayem and pals smartly avoid this trap. Highly Recommended.