Shinsuke and Otsuya, his boss' daughter runs away to get married, but they are betrayed by the inn owner, Kenji. Otsuya is sold to Tokubei's brothel. Seikichi, a mysterious tattoo artist puts his masterpiece, a human-faced spider, on her back. She and her lover are then forced into a conspiracy-born nightmare, where they face the danger of becoming the very evil they seek to escape. With each new bloody incident, the spider's face seems to redden with ever-growing hunger.