Imaging in low light is extremely challenging due to low photon counts. Using sensitive CMOS cameras, it is currently possible to take videos at night under moonlight (0.05-0.3 lux illumination). In this paper, we demonstrate photorealistic video under starlight (no moon present, 0.001 lux) for the first time. To enable this, we develop a GAN-tuned physics-based noise model to more accurately represent camera noise at the lowest light levels. Using this noise model, we train a video denoiser using a combination of simulated noisy video clips and real noisy still images. We capture a 5-10 fps video dataset with significant motion at approximately 0.6-0.7 millilux with no active illumination. Comparing against alternative methods, we achieve improved video quality at the lowest light levels, demonstrating photorealistic video denoising in starlight for the first time.