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|Vincent Price||Dr. Erasmus Craven|
|Peter Lorre||Dr. Adolphus Bedlo|
|Boris Karloff||Dr. Scarabus|
|Hazel Court||Lenore Craven|
|Olive Sturgess||Estelle Craven|
|Jack Nicholson||Rexford Bedlo|
|John Dierkes||Roderick Craven|
|Daniel Haller||Production Design|
|Edgar Allan Poe||Poem|
|Edgar Allan Poe||Story Contributor|
|Floyd Crosby||Director of Photography|
|Harry Reif||Set Decoration|
|Les Baxter||Original Music Composer|
"The Macabre Masterpiece of Terror!"
"The supreme adventure in terror!"
"Wits and wizardry run a-fowl!"
Set during the 15th century, the sorcerer Dr. Erasmus Craven (Vincent Price) has been mourning the death of his wife Lenore (Hazel Court) for over two years, much to the chagrin of his daughter Estelle (Olive Sturgess). One night he is visited by a raven, who happens to be a transformed wizard, Dr. Bedlo (Peter Lorre). Together they brew a potion that restores Bedlo to his old self. Bedlo explains he had been transformed by the evil Dr. Scarabus (Boris Karloff) in an unfair duel, and both decide to see Scarabus, Bedlo to exact revenge and Craven to look for his wife's ghost, which Bedlo reportedly saw at Scarabus' castle. After fighting off the attack of Craven's coachman, who apparently acted under the influence of Scarabus, they set out to the castle, joined by Craven's daughter Estelle and Bedlo's son Rexford (Jack Nicholson).At the castle, Scarabus greets his guests with false friendship, and Bedlo is apparently killed as he conjures a storm in a last act of defiance against his nemesis. At night, Rexford finds him alive and well, hiding in the castle. Craven, meanwhile, is visited and tormented by Lenore, who is revealed to be alive and well too, having faked her death two years before to move away with Scarabus. As Craven, Estelle, Rexford and Bedlo try to escape the castle, Scarabus stops them, and they are tied and locked up. Bedlo panics and flees away in raven form, having convinced Scarabus to turn him back into bird form rather than face torture. As Craven is confronted with the choice of Estelle's torture or of him giving away the secrets of his "hand magic", Bedlo flies back in, frees Rexford, and together aid Craven.Craven and Scarabus then seat facing each other and engage in a magic duel. After a lengthy performance of narrow escapes and derision, Craven defeats Scarabus, and escapes with his friends after rejecting Lenore, who tries to reconcile with him after alleging she had been "under a spell". The castle then tumbles down on Scarabus and his mistress, but they are shown to survive, though Scarabus has been stripped of his magic.Rexford and Estelle retreat alone, while Bedlo tries to convince Craven to turn him back to human form once more. Craven tells him to shut his beak and recites the famous lines from Edgar Allan Poe's poem: "Quoth the raven - nevermore".