Art at the end of the tunnel in Kevin Spacey's Waterloo project

In dark and creepy vaults under Waterloo station, Kevin Spacey is aiming to scare, perplex and thrill you.

His Old Vic team has taken over tunnels last used by British Rail more than 30 years ago to turn them into a cool new temporary venue for art and theatre.

The installation-cum-promenade performance kicks off tomorrow for 15 days in a spectacle inspired by Fritz Lang's 1927 silent science fiction film Metropolis. As in the movie, visitors are divided into the planners or thinkers who live above ground and the underclass of workers who inhabit the vaults, labouring to sustain their masters.

In a long-planned detail given added resonance by swine flu, all visitors will be issued with a protective mask on arrival before entering the vaults.

The project is a collaboration with the Young Vic and Punchdrunk, the theatre company famed for surreal experiences such as The Masque of the Red Death.

Spacey's team, led by producer Hamish Jenkinson, discovered the network of tunnels last year when Banksy and fellow artists used a nearby space, in Leake Street, for a short-lived graffiti art show.

The Hollywood star who runs the Old Vic theatre said: "Hamish and I started walking around and realised it was potentially an extraordinary performance space." What it offered was the chance to expand on one of Spacey's pet projects - the merger of the worlds of art and theatre. For the new work, called Tunnel 228 after British Rail's name for the space, eight performers will appear in roles such as the boss who takes some audience members apart for one-to-one chats and as the worker who walks upside down along the ceiling. The theatricals will take place alongside installations by artists such as Anthony Micallef, Doug Foster and Paul Fryer.

Ben Tyers, a Cambridge engineering graduate, has created a giant kinetic work featuring rolling balls, pendulums and toppling rows of books. "I think it fits quite well. The space is quite industrial," he said. Tunnel 228 is sponsored by Bloomberg and all 15,000 tickets are free. They have to be booked online for timed slots between 3pm and 10pm daily. If the venture takes off and Lambeth council permits a longer run, the show could return in the autumn.