Peter (David Manners) and Joan (Julie Bishop) Alison are newlyweds who are on their way to a Hungarian resort town for their honeymoon. On the train, the couple are introduced to Dr. Vitus Werdegast (Bela Lugosi), who is on his way to visit an old acquaintance. When the bus they are riding meets an accident, the couple and Dr. Vitus are forced to spend the night in the mansion of Poelzig (Boris Karloff), Vitus' old acquaintance who has more than hospitality in mind when taking them in. The best part of The Black Cat is the fact that two of the greatest actors in horror film history are pitted against each other in this ageless tale of good vs evil which is inspired by Edgar Allan Poe's short story. Although Karloff is very excellent as the mysterious lord of the house, it is Lugosi who steals most of the limelight. Upon introduction of his character, he immediately clouds his personality, teasing the audience into a confusion of what his true intentions are with the two lovebirds. His thick accent adds a lot to the whole suspicion business, but Lugosi mostly acts his way to greatness with his ominous facial features and his subtly perverse gestures. The other good thing about the film is Edgar Ulmer's direction. Ulmer can make so much out of the littlest budget but given studio backing, Ulmer makes miracles. Poelzig's mansion is beautiful. Straying away from the usual Gothic castles that the likes of Karloff and Lugosi have been occupying most of their professional life, Ulmer takes in a more modernist approach. The interiors of the mansion is clean, cool, yet as the characters clearly describe, has an atmosphere of death. I mean, a mansion occupied by the likes of Karloff, a strongman, a creepy butler, and an Eastern European maid, should at least get an atmosphere of death, if not an atmosphere of total evil and perversity. Ulmer, even with a decent budget, doesn't spend time dillydallying. He keeps the film trim and concise. The result is a rather flimsy plot line with several sideplots that are never really realized but Ulmer, as a director, does not invest on plots. Like budgets, he makes most of the silliest of plot lines. Here, he makes most of each and every bit of decent dialogue (note the plenty of close ups on Lugosi or Karloff when they spew a line that somehow is miraculously inspired), and utilizes music, production design, and cinematography, to raise the plot to a higher level. Also, Ulmer doesn't waste the fact that he has with him Lugosi and Karloff. We are entreated to them in a chess match (examine and enjoy how Karloff concentrates and takes the game so seriously), and a final wrestling match that ends up in a torture scene that only Edgar Allan Poe can imagine. The Black Cat is a terrific film, but definitely not Ulmer's best. Ulmer's masterpiece is still Detour where he has a storyline that finally matches his directorial talent.