Young Darren Shan has been fascinated by spiders from an early age. His best friend, Steve "Leopard" Leonard has grown up reading horror comics and stories of the werewolves and vampires. Steve, Darren, and their friends find out about a freak show called Cirque du Freak and plan on buying tickets. Their teacher finds out about the freak show and tries to shut it down. Steve is there, and is about to leave when Mr. Tall, the ring master, hands him two tickets. Darren gets the other ticket. After viewing the "Cirque du Freak" Darren and Steve are mesmerized by the fantastic and disturbing show, especially by the act of the mysterious Mr. Crepsley and his giant, deathly poisonous spider, Madam Octa.
When the show ends, Steve goes back to talk to Mr. Crepsley about turning him into a vampire. He takes a taste of his blood and says that Steve's blood is evil, and that he cannot be a vampire. He declines the offer from Steve, who then declares revenge on Mr. Crepsley and storms out of the theater. Darren, who was watching this conversation, was confused why Steve wanted to be a vampire. But, at the same time he had his eyes on a bigger prize, Madam Octa, a blue/purple/black poisonous spider that was able to do tricks that was owned by Mr. Crepsley. So very early in the morning he sneaks back to the Cirque and steals Madam Octa. He brings the spider back to his house and feeds it and takes care of it, until one day Steve comes to his house and plays with the spider with Darren. Annie comes into his room and screams so Darren has lost control of her. She bites Steve's neck, paralyzing him and sending him to the hospital. Darren visits Mr. Crepsley hoping he will have an antidote, which he does but he wants Darren to be a half-vampire and his assistant in return. Darren doesn't want to become a half-vampire assistant but accepts the terms anyway to save Steve's life.
They rush to the hospital. After Mr. Crespley gives Steve the antidote and Darren is assured that he will be Ok, Darren escapes and attempts to live amongst his friends and family once more. Things become awkward between Darren and Steve after that, and Darren is fighting his vampiric urges to feast on the blood of his friends and family. After almost attacking his little sister Annie he decides that it would be best to go with Mr. Crepsley because he's too dangerous around humans. Darren has to fake his death in order to leave his family behind, but at his funeral Steve knows that Darren isn't dead by the tiny scars on the tips of his fingers and his saliva. As Darren and Mr. Crepsley are leaving Steve confronts Darren and vows revenge on him for betraying him, cutting a cross shape scar in the palm of his hand. Darren attempts to tell Steve that he didn't want that life for himself and that he did it to save him, but Steve won't listen and he finds himself being chased out of his hometown forever, becoming Steve Leonard's nemesis.
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