Dr. Gustav Niemann (Boris Karloff) escapes from prison along with his hunchbacked assistant Daniel (J. Carrol Naish), for whom he promises to create a new, beautiful body. The two murder Professor Lampini (George Zucco), a traveling showman, and take over his horror exhibit. To exact revenge on Bürgermeister Hussman (Sig Ruman), who had put him in prison, Niemann revives Count Dracula (John Carradine). Dracula seduces Hussmann's granddaughter-in-law Rita (Anne Gwynne) and kills Hussmann himself, but in a subsequent chase, Niemann disposes of Dracula's coffin, causing the vampire to perish in the sunlight.