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After the death of Max's (John Carradine) wife Lila (Veda Ann Borg), he holds a funeral for her. However, it's then we see he has also turned her into a zombie. He is amazed when Lila show signs of free will and challenges Max for control. In the excitement Dr. Keating (Barry Macollum) goes missing after entering a tomb which should not have been entered.During dinner Scott Warrington (Mauritz Hugo) finds a radio in Max's cabinet, and figures out that it communicates to Hitler. Max learns of this and gags and ties up Scott. Lazarus (James Baskett), Max's right-hand man, finds a gun. While making soup with Rosella (Sybil Lewis), Jeff (Mantan Moreland) finds Warrington gagged in a closet, and he tells Jeff about the situation. Max discovers this and tries to flee the swamp. Lila and the hordes of zombies pursue Max, and both Max and Lila end up sinking into quicksand.