故事发生在车水马龙的繁华大都市巴黎，卡洛塔（Mary Fabian 饰）是一名歌剧演员，某日，剧院之中忽然现身了神秘的幽灵，威胁卡洛塔必须放弃她在歌剧《浮士德》中的角色，并将这个角色让给一位名为克里斯汀（玛丽·菲尔宾 Mary Philbin 饰）的女子扮演。克里斯汀和幽灵之间是怎样的关系呢？ 原来，幽灵的真身是一直以来潜伏在剧院中的一名头戴面具的男子，一场意外令他的容貌尽毁，变得恐怖狰狞，无奈之下只好戴上面具，躲藏在墓地里。某日，克里斯汀的出现吸引了他的注意，他发现自己已经深深的爱上了这位美丽的女子，于是决定现身将她挟持。起初，克里斯汀十分害怕这位诡异的男子，然而，随着时间的推移，克里斯汀渐渐发现，这恐怖的幽灵亦有温柔善良的一面。
The moon rises at a predestined angle and awakens the sleeping Dr. Phibes in 1928, three years after the events of the previous movie. To his dismay, he finds that his house has been demolished and his papyrus scrolls stolen, the scrolls he needs to find the Pharaoh's Tomb in Egypt, where the River of Life flows. After identifying the source of the papyrus theft, he packs and leaves for Egypt with his assistant Vulnavia - whose face displays no effects from the acid shower she received at the end of the previous film (although the character is now played by a different actress, Valli Kemp). His primary goal is the awakening of his dead wife, Victoria. The thieves of Phibes' scrolls suffer an attrition problem as Inspectors Trout and Waverly chase Phibes across the world. The party is led by Beiderbeck (Robert Quarry, best known for playing Count Yorga). Although he looks young, he is several hundred years old and wants to find the River of Life in order to stay alive and be with his lover Diana (Fiona Lewis) forever. This time Phibes' murders all have an Egyptian theme to them; for example, one character is sand-blasted to death. Other deaths include someone being stung to death by scorpions, being eaten by an eagle (in the original script impaled by a gold eagle in the same way a doctor in The Abominable Dr. Phibes was impaled by a golden unicorn), and a golden snake piercing someone's skull. At the climax, Beiderbeck sacrifices his life in order to save Diana. The film ends with Phibes riding a raft down the River of Life with Victoria, while singing "Over the Rainbow" (which is strange, as this film is set in 1928 but "Over The Rainbow" wasn't written until 1938). It is left ambiguous whether Victoria is resurrected or not, although a picture inside the DVD shows her in the raft with her eyes open and smiling at the camera
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