is seduced by Carmilla and becomes her accomplice after sleeping with her. Meanwhile, Carmilla has started feeding on people from the nearby village, causing a number of mysterious deaths where the corpses are drained of all blood. Morton's butler, Renton, learns about local vampire superstitions and enlists the help of the doctor who had already treated Laura. They use garlic flowers and crucifixes to ward Emma, who is now dying. Carmilla attacks and kills the doctor on the road. She then seduces and subjugates Renton, who was under the wrong impression the only real vampire was Mademoiselle Perrodot, who has shown an aversion to garlic. With Renton under her control, Carmilla is able to have the wards removed. Knowing she has been found out she quickly dispatches Renton, with the intention of retreating into her grave and taking Emma with her as her lover. Morton, who was called home by Renton, meets General Spielsdorf and Baron Hartog, who were on their way to the ruins of Karnstein Castle, along with Laura's fiancé Carl. Hartog reveals the Karnsteins were a family of vampires from the 16th century. In his youth, he had managed to destroy nearly all of them, starting with the blonde woman who had killed his sister. However, he couldn't find the grave of the young Mircalla Karnstein. Looking at her portrait in the castle hall, Spielsdorf and Morton realize she is the same girl they separately know as Marcilla and Carmilla. Carl makes haste and rides back to Morton's to rescue Emma. As Mircalla prepares to leave with Emma, Mademoiselle Perrodot begs to be taken with her. Mircalla kills and drains her instead. At that moment, Carl arrives and chases Mircalla away using a poignard as a cross. Mircalla dematerializes and flees to Karnstein Castle, where the Baron and the others are waiting for her return. Once located in her resting coffin, General Spielsdorf drives a stake into Carmilla's heart and cuts off her head, thus avenging his daughter's death. Emma is freed of the vampire's sickness and influence. In the final scene, the image of Mircalla in her portrait on the wall turns into a fanged skeleton. Throughout the film, a mysterious man in black watches all these events unfold from a distance, occasionally laughing with contempt. Cast Ingrid Pitt as Marcilla/Carmilla/Mircalla Karnstein Pippa Steel as Laura Spielsdorf Madeline Smith as Emma Morton Peter Cushing as General