The authorities declare the area "clear" and safe for reopening the subway station, but Rachel Cole, representing the New York City Department of Health, insists that the "waste disposal issues" be resolved first.

A hospital pathologist has discovered a cluster of large, strange-looking "insect eggs" inside Jimmy's body and gives a sample to Jason in a canister so he can get it to the health department for further study.

He then explained that the queen spider can weave an infinite supply of lightweight, bulletproof material that will give the nation that controls it a military and industrial advantage.

A U.S. Army colonel, Jenkins, who is revealed to be also working with the Russians, tells his men to kill off the people they quarantined.

Investigators see Rachel's report on the eggs found in the bodies and quarantine her apartment with her daughter Emily inside, saying she is "infected".

Two men, apparently also working for Darnoff, manage to grab Rachel's purse which contains the canister holding the queen egg, from her car as she leaves her underground garage.

Meanwhile, the spiders grow to giant proportions and begin to come up to street level from the subway tunnels.

They travel underground to avoid capture using the subway tunnels that Jason is familiar with, meeting huge and vicious spiders who attack them.

However, they manage to fight off the spiders and reach the apartment, but learn through texting that Emily left and is hiding in a toy store.

Jason, Rachel and Emily reunite on the street, where soldiers load dead spiders into a huge truck.

As the final scene slowly fades, a mutant spider is seen crawling across a broken traffic signal, and the film ends.

Filming took place in Bulgaria and director Takács had to create the city of Manhattan "on a studio backlot that includes several blocks of what looks like Greenwich Village".