H.E.A.T. is charged by the Pentagon to investigate the growing population of spiders near an Army base in the Canary Islands. The team quickly discover that a massive mutated female black widow spider has been laying millions of eggs. They must find a way to destroy the infant spiders and help Godzilla take care of the mother.

The Techno-Sentient, an alien piece of technology, falls to Earth and begins to bond with all manner of human technology, growing to gargantuan proportions. Worst of all, it taps into the Internet and learns of the location of humanity'sweapons of mass destruction. The team and Godzilla must find a way to stop the Techno-Sentient before it takes control of an arsenal of nuclear missiles.