A dishonored Union Army officer leads a group of convicts to retake Fort Holman from the Confederate Army.

Count Karnstein sends for a doctor to help his sick daughter Laura. Her nurse believes she is possessed by the spirit of a dead ancestor, Carmilla. A young woman becomes intrigued by the mysterious deaths surrounding Laura after a carriage accident outside the castle forces her to stay. They become close friends until Laura becomes convinced the spirit of Carmilla is forcing her to kill.

In a 15th century village, a woman is accused of witchcraft and put to death. Her beautiful older daughter knows the real reason for the execution lies in the lord's sexual desire for her mother.