Now married and with 6 year old daughter Amy, Oliver and Alice Reed (Smith, Randolph) have taken up residence in Tarrytown, NY. There, things appear peaceful and serene - a far cry from the terrors of Irena Dubrovna and the past.

But all is not well with little Amy. The poor girl is withdrawn, an outcast among her peers and lately she's begun to conjure up imaginary playmates.

The biggest problem is her latest new 'friend' is the ghost of Irena! Will Irena prove a good witch or a bad witch?

This followup to Tourneur's masterpiece is both atypical in approach and refreshingly thoughtful: a personal thesis by Lewton on child psychology tinged with gothic flavorings. Carter as Amy is innocent and believable (a rare find among child actors), while Simon's return as the ethereal Irena is welcome indeed.