This is the second film loosely based on the story "Carmilla" and "The Vampire Lovers" was the first and "Twins of Evil" being the third. This is definitely not one of the strongest entries but I don't go along with people that think this is a truly bad film because it's not. It could have been handled better but to say that this is a bad film is just not being honest. Story takes place in 1830 where a young novelist of horror hears about vampires that live up the road in a castle. Richard Lestrange (Michael Johnson) ventures up to the Karnstein castle after hearing that the Karnstein's are vampires and that a young girl from the village is now missing. Lestrange finds the castle but behind it is an all girls school that is inhabited by young lovelies. He also hears that an English teacher is coming and when he arrives Lestrange tricks him into going to Venice for a month and now he can get the job at the school.<br /><br />*****SPOILER ALERT*****<br /><br />Lestrange meets the PE teacher Janet Playfair (Suzanna Leigh) and also notices the arrival of Countess Herritzen (Barbara Jefford) who brings her niece Mircalla (Yutte Stensgaard) to the school and instantly Lestrange is infatuated with her. Mircalla is actually Carmilla Karnstein who was resurrected by the blood of a virgin and one of the owners of the school Giles (Ralph Bates) has been studying the castle and notices the resemblance between Mircalla and the paintings of Carmilla. One night Mircalla kills her lesbian roommate (Pippa Steele) and then when she finds out that Giles knows about her she kills him also. Meanwhile, Lestrange has fallen in love with her and she allows him to make love to her but Miss Playfair who is in love with Lestrange is very suspicious of the goings on and calls the local police. The headmistress Miss Simpson (Helen Christie) wants to do the right thing but seems to be in the control of Countess Herritzen.<br /><br />This film is directed by Jimmy Sangster who is better known as a writer of many Hammer horror films but he did direct some as well. Technically this is a film that could have used some rewrites on the script because while you watch it some things just don't make sense. Johnson is a horny young man at that school and is surrounded by many sexy girls but he becomes entranced instantly by Stensgaard. Is it because of her powers as a vampire? And later in the film Leigh out of nowhere announces that she is in love with Johnson. These two characters have barely spoke to one another! Also, the vampires in this film can walk out in the daylight with no problem and at the end of the film a villager is asked how they are going to find the vampires. He says that at night they will find them in their graves! I thought it was suppose to be the opposite. Actor Mike Raven and actress Barbara Jefford are suppose to be vampires but they never feed or drink blood. Raven in fact does nothing at all and most of the time he just stands in the background looking like Christopher Lee. But I have to admit that I did enjoy this film on an exploitation level. First, it's from Hammer Studios and that alone is worthy enough of a look. Secondly, the schoolgirls are all hot looking and wandering around their rooms with no tops on as the camera leers on them. This definitely works better as exploitation rather than horror and it's one of the reasons why audiences loved these films from Hammer. Leigh doesn't get unclothed but she's beautiful to look at and a good actress but this is a film where the attention is on young Stensgaard. She is glorious to ogle at in all of her nudity and the scene where she allows Johnson to make love to her is interesting. She was obviously using him to make sure that she could control him later on. The first film "The Vampire Lovers" is the best and a bonafide classic but this is a pretty darn entertaining film also. Don't let the bad reviews sway you, it delivers the goods.