Bram Stoker's widow has refused to sell the film rights for Dracula to F.W. Murnau, so Murnau [John Malkovich] decides to film it anyway, changing the names of the characters, the title, and the locations. Thus, Dracula becomes Nosferatu, Transylvania and England become Germany, Count Dracula becomes Count Orlock, and Mina becomes Ellen. After filming the beginnings of the movie on a soundstage in Berlin, Murnau is anxious to get cast and crew to Czechloslovakia where they will be meeting up with Max Schreck [Willem Dafoe], the vampire hired by Murnau to play an actor playing a vampire.Murnau introduces Max Schreck as a character actor from the Reinhold Company and explains that Schreck will remain in character at all times. Yet no one, not even producer Albin Grau [Udo Kier] knows anything about him. As a vampire, Schreck is no Dracula. He is old and bald. He can't remember his humanity; he knows only that his turning had to do with a woman, whose face has long ago passed from his memory. He has lost most of his powers, e.g., his strength and his ability to pass through locked doors. He hasn't seen the light of the sun for centuries. He lives in the filth of an abandoned abbey, keeping himself alive on the blood of the occasional rat he can catch. He thinks the saddest part of Dracula, which he read after Murnau gave him a copy, is when Dracula was forced cook for Harker because he had no servants. He reads and angsts over Goethe's poem about Tithonus, a mortal who wished for immortality but forgot to ask for external youth and is now aged, powerless, and yet must endure...just like himself. He has agreed to make this film only because Murnau has promised to provide him with blood during the filming and, at the end of the movie, Murnau has promised that Schreck can feed on Greta [Catherine McCormack], the actress who is playing Ellen Harker.As the filming progresses, Schreck's performance is both inspiring and creepy, inspiring in how he captures the essence of the vampire and creepy in his own personality and mannerisms. To add to the creepiness, the local villagers are extremely anxious about the nosferatu, particularly after photographer Wolfgang Mueller [Ronan Vibert] is found weak and dazed. While filming the scene where Jonathan Harker cuts his finger with a bread knife, Schreck loses control and takes more blood from Wolfgang, forcing Murnau to threaten Schreck with the admonition that he cannot harm his people or there will be no Greta. Schreck is able to contain himself, feeding on the blood of ferrets, rats, and bats and on the occasional bottle of blood that Murnau supplies, but one thing Schreck refuses to do is to film at sea. Consequently, Murnau is forced to build a replica of the ship on dry ground for the sailing scenes. However, the final scenes of the movie, where Orlock feeds from Ellen and is killed in the morning sunlight, must be shot on the island of Heligoland, so Murnau agrees to fly Orlock there. Unfortunately, Wolfgang is too far gone and must be replaced by another photographer, Fritz Wagner [Cary Elwes].By now, Murnau's people are beginning to suspect that Schreck is a real vampire. All the cast and crew members lock their bedroom doors at night. Albin and Fritz have gone in search of his coffin but found nothing. Their suspicions are confirmed when one night they come upon Murnau in a laudanum stupor. While under the influence, Murnau blurts out that there is no Max Schreck. He found him in a book about despotic Slovakian rulers reputed to be vampires and then, while Murnau was scouting out locations in Czechloslovakia, he came upon him living in the old monastery. When Fritz asks Murnau what he promised Schreck in return for acting in his movie, Murnau tells the truth: Greta. Albin and Fritz are appalled but agree to go ahead that night with the filming of the final scenes.Murnau has set up the final bedroom scene in an old warehouse that is light-tight, but he has taken care to install a safeguard...a door to allow daylight to come streaming into the room at the flick of a switch. Greta, dressed in a nightgown, is positioned on the bed. Orlock is on the set, his eyes filled with lust for Greta and following her every move. Fritz is behind the camera, ready to shoot. Albin is standing by, and Murnau begins barking out directions. Just as the camera is about to roll, Greta notices that Schreck casts no reflection in the mirror next to her bed. She begins to scream, so Murnau shoots her with laudanum, which knocks her into a compliant stupor. Schreck is almost beside herself. 'I vant her now,' he hisses, but Murnau refuses until after he has shot the death scene. When those shots are completed, Schreck can contain himself no longer and pounces at Greta's neck. Amazingly, Murnau keeps the film rolling as Schreck drinks and drinks. After drinking his fill, Schreck falls asleep, as evidenced by his snores. Murnau, Albin, and Fritz wait.It is daybreak. Hoping to get a more realistic death scene, Murnau orders that the door be opened to flood the room with sunlight. Unbeknown to Murnau, however, Schreck has found the trap and dismantled it. In releasing the lever, the noise awakens Schreck, who becomes irate at being tricked. Fritz attempts to fire on him, but Schreck is impervious to bullets and breaks Fritz's neck. Then he chokes Albin. Meanwhile, Murnau has taken over the camera. He informs Schreck that this ending is unworkable and requests that he return to his original mark. Amazingly, Schreck complies, returning to Greta's neck for another sip of blood. Just then, the outside crew breaks down the door, allowing the sunlight into the chamber, and Schreck dies again...this time for real. After ending the shot, Murnau looks up from the camera and says, 'I think we have it.' [Original Synopsis by bj_kuehl.]