A young officer in Napoleon's army pursues a mysterious woman to the castle of an elderly Baron.


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Complete credited cast:
Sandra Knight ...
Helene / Ghost of Ilsa The Baroness Von Leppe
Stefan (as Richard Miller)
Katrina, Witch / Eric's Mother
Jonathan Haze ...


France, 18th century. Lieutenant Andre Duvalier (Jack Nicholson) has been accidentally separated from his regiment. He is wandering near the coast when he sees a young woman (Sandra Knight) and asks her for directions to Coldon, where he hopes to rejoin his regiment. But the woman doesn't answer, doesn't even greet him and walks away. Eventually she takes him towards the sea, where she disappears in rough water. Andre loses consciousness while trying to follow her, and is attacked by a bird and awakes in a house where an old woman (Dorothy Neumann) claims never to have seen the woman. After he leaves, he sees the woman again, and while trying to follow her, is saved by a man from certain death. Andre learns that in order to help the girl, he must go to castle of Baron Von Leppe (Boris Karloff), and when he arrives, Andre sees the woman looking out of a window. However, Baron Von Leppe is old and seems reluctant to let Andre in. He claims there's no woman in the castle, but shows Andre... Written by Arnoud Tiele (imdb@tiele.nl) and subs111

Plot Summary | Plot Synopsis

Plot Keywords:

baron | castle | sea | painting | forest | See All (74) »


A diabolical plan of torture ... inconceivable ... unbelievable! See more »


Horror | Thriller


PG | See all certifications »

Parents Guide:





Release Date:

16 May 1964 (Japan)  »

Also Known As:

Lady of the Shadows  »

Filming Locations:


Company Credits

Production Co:

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Technical Specs


| (DVD)

Sound Mix:


Aspect Ratio:

1.85 : 1
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Did You Know?


Roger Corman made this picture in the midst of a cycle of Edgar Allan Poe adaptations and considers it an "honorary member" of that cycle. The previous Poe pictures had ended with the castle or mansion being destroyed by fire (Corman's crew had some to look forward to "fire day") but with this one, Corman decided to change the formula and have the castle destroyed by a flood instead. Noting the abundance of second-unit directors who had worked on the film--four, to that point--Jack Nicholson requested and received permission to direct the climactic flood sequence himself. See more »


Karloff has stark white hair throughout, though his stunt double in the water at the climax has black hair. See more »


Andre: That bird! It attacked me!
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Referenced in Public Domain Horror VHS Art (2012) See more »

Frequently Asked Questions

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User Reviews

An intriguing mess of a curio
24 November 2006 | by (Glen Cove, New York) – See all my reviews

Enjoyment of this film will depend on two things. First how much you like the actors involved. The second is the understand that this film was pieced together from scraps of film shot by various directors to fit in with footage that had been shot of Karloff on left over sets after the original feature had been finished. If you can forgive your favorite actors anything and accept that this is a paste up job, then you'll have yourself an okay time at the movies.

Lets face it this film is a mess. The story of a French soldier following a mysterious woman to a castle is so disjointed that they actually shot a scene where Jack Nicholson grabs one of the characters and asks him whats going on, its at that point all of the loose ends are brought together in a tenuous grip.

Its the sort of movie that shouldn't work on any level but some how does.Its well acted considering that no one probably had any idea what they were starring in. Its also directed well enough that you don't realize that there were actually five directors other than Roger Corman behind the camera.

Currently floating around in the public domain (cheap video copies are to be had) this is a movie worth seeing if you want to see how Jack Nicholson started or how Boris Karloff ended up. Its a just okay thriller with a more interesting production history. Worth a bag of popcorn if you need another movie to fill out a night of Corman Poe movies.

24 of 25 people found this review helpful.  Was this review helpful to you?

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