As legend foretold, the Madam started her life as an ordinary farm girl living in Japan's countryside. However, she was given an unnatural life when a foreigner, desperate and partially mad, broke in and feasted on her blood, killing the girl when she was only fifteen. The man quickly became remorseful for his actions and brought the dead girl with him to the wilderness. There, by some unseen force, the girl was revived. Word spread of her miraculous recovery and the villagers, out of fear, quickly killed them both and locked the corpses away in a huge stout coffin that was buried in the cemetery.

Many years later, the coffin sifted its way to the surface, where its inhabitants, in an undead state, emerged once more. However, the beings were no longer human, as the had become vampires. Craving revenge for their death decades ago, the two sought to enact their fury on the local residents. Their new unnatural lives did more than resurrect them, though, as they also found love in each other's company as well. With their new found comradeship, the two devised a plan to continue feasting on the local town's people without arising suspicion. As the first part of their plan, they arrived at the nearby Seimei School for girls and killed the institute's principal and his wife. As the second part of their plan, the two fiends then removed the faces and used the flesh to take on their appearances, now set to reside over the school. In their new found role, the Madam and her husband proceeded to slowly feast on the school's students. For decades their plan worked, as the pair picked successors for the position, only to kill them off and take their appearance in order to avoid suspicion to their abnormally long life.

The plan was thrown into jeopardy, though, when Shiraki, a psychology professor, was picked to take on the position. The twisted fiends' preparations were motion before Shiraki was even told of the news, as they had already killed the principal's wife in a car accident, or so it appeared. In fact, the Madam was instead lying dormant in the principal's cellar, waiting for her husband to take on the visage of a new principal.

After being told of the promotion, Shiraki spent the night at the principal's house. However, the psychology professor heard an odd singing noise that caused him to explore the residence. He happened upon Keiko, a missing student at the school, that the Madam had been feeding on. Interrupted the Madam attacked Shiraki, causing him to flee. Keiko, under the vampire’s control, trapped the professor, as the young man was then knocked out. Shiraki was then returned to his bed, and awoke only to assume that it must have been a dream. To make sure, he ventured down to the cellar and opened the Madam's coffin to find her motionless body inside.

Later, Shiraki befriended three of the Seimei School's students: Kumi, Yukkio and Kyoko. Students that the Madam and her husband had been eyeing during their stay at the facility. One of the three, Yukiko, is picked by the Madam, in secret, as her successor. However, trouble arises while her husband goes to the school to draw her blood. He is successful, but in doing so the police are called in to investigate the incident. Shiraki accuses the principal, but one of the Madam's servants, Yoshii the school's French literature teacher, acts as an alibi and states that the principal had been with him the entire night. The authorities see no reason to doubt the claim, and drop the accusation.

With the police gone, the Madam draws Yukiko toward her, while Yoshii is sent to take care of Kumi, the only surviving student left to protect her. Yoshii is successful, while Yukiko wanders down to the cellar. Once there, the Madam draws her blood before preparing her for the ritual. With Yukiko sprawled across a table, the fiend revealed a large dagger and slashed the girl's head, slowly removing her entire face. A raven, one of the Madam's familiar, then flew down to aids its master in removing the flesh from the now dead girl. With the skin in hand, the dark fiend applied it to her face and slowly took on the visage of the young girl. With her appearance changed, the Madam then enacted the second part of her plan and returned to Yukiko's room. Once there, she tried to trick Kumi into believing that she is her friend, but the Madam's ploy failed. Undeterred, the dark fiend instead attacked the student, biting her in the breast as she is sent to principal's cellar.

Shiraki, having visited one of the principal's failed successors who retained the scare from the attempted face removal, arrives to check on Kumi, but only finds the Madam disguised as Yukiko in her place. Enacting the next part of her plan, the female vampire took Shiraki to a nearby lake and asked him to marry her. The young man is wise to the couple's game by now though, as tells her that he has already figured out that she isn't Yukiko. The Madam's trusted servant, Yoshii, then emerged as the dark fiend laughed at the current situation. They then tell of the lake's history, how in its depths are countless people who have fallen victim to the two vampires. A secret they intend to keep, as Yoshii assaults Shiraki while the Madam departs. The French literature teacher's attack is unsuccessful, though, as Shiraki knocks him into the water. The psychology professor then rushes to the principal's house and ventures down into the cellar looking for Kumi. He finds the young student in the Madam's coffin, but while trying to rescue her the female vampire springs out and attacks the man with her dagger. The Madam’s assault is fended off, while Kumi runs away only to meet the husband. Shiraki rushes after her, and assaults the principal in an attempt to save her. The Madam then refocuses her efforts, and attacks the young girl instead. The attempt fails though when Shiraki strikes down the vampire by plunging a hot poker through his heart, a action that seals both the Madam and her husband in an eternal death.