While searching for the headwaters of the Mitibu River, a group of workers are suddenly attacked by a colony of giant ants that appear out of a crevice in a nearby mountainside, forcing the men to flee. Investigating the incident, the Calico crew journey within the crevice and discover a hidden valley where giant insects dominate, and an inconvenient earthquake seals the fissure and traps the crew within. Dr. Darian discovers that when sunlight is filtered through the strange clouds that surround the valley, a chemical reaction occurs in the insects that vastly increases their size. Menaced by the valley's giant ants and bees, Godzilla is called, and he quickly dispatches the bees. After hurling away a tank-sized beetle that attacked the crew, Godzilla finds himself in battle with the king of the valley's population of giant insects, an enormous spider (spiders are actually arachnids, not insects, but the two are nevertheless close relatives). Godzilla is defeated when he is bitt