Once upon a time, a prince lived in a very lonely room in a very prosperous kingdom. His parents, King Victor and Queen Astoria wished for him the greatest happiness in the world, but they could not give it to him. Prince Ben wished for nothing more than to have someone love him who would look beyond his wealth. He slept fitfully through the night and his valet Woody found him in the morning with one arm hanging off of his princely bed, which was quite normal.

"Sir," Woody chimed in, "you're royal sparring partner has arrived. It's time to get up!"

Ben, slightly annoyed by Woody's cheerful nature this early in the morning, looked towards the clock tower he could see from his window and wished to tell Woody where to stuff himself. "Ten more minutes, Woody."

Woody shook his head. "I can't fall for that one again, young Ben. My apologies, but there is so much to be done today! The plans for your birthday costume ball…." Woody droned on and Prince Ben ignored him, finally sliding from his bed into a standing position. He walked towards his balcony and embraced the cool of the morning wearing his royal striped pajama bottoms.

Unknowable to the lonely prince, across town sat another man just as lonely as he. Michael was outside his family's modest home with the garden before him. The statue of his dearly-departed mother lay farther towards the edge of the property. His eyes drifted from the tiny clock tower towards the sharp lines of clouds making funny patterns in the clear blue sky. Mikey's head rested gratefully on a bail of hay. He was hidden out here in the garden, but that would not last for long.

It was yet too early for his stepfather and stepsisters to awaken, but he knew what they would say once he had.

"Mikey, Mikey! Where's my toast and tea?"

"Mikey, Mikey! Have you sewn that button I need?"

"Mikey, Mikey! Get your head from out of the clouds and turn the page of the newspaper for me!"

Michael groaned very much at the thought. His eyes followed the skyline back down towards the hedge of large oak trees and then towards the statue of his mother made of sturdy clay. If only you knew what life was like here without you…, Michael thought wistfully.

Prince Ben didn't have much luxury for daydreams, though. As the heir to the throne, he spent days thrashing about with his fencing tutor or learning complex farming systems with some other tutor. They all seemed to blend together after awhile for him. Prince Ben imagined that they all came from the same place, born with the same sloping vulture nose and thin lips. He would make a good king one day, but how would he ever make a good man?

His father interrupted Prince Ben's thoughts. Prince Ben was sweating through his shirt and so Woody handed him one of the royal towels. Prince Ben nodded to Woody as Prince Ben and King Victor walked in the cool of the garden maze nearby.

"Father." Prince Ben bowed at his side.

King Victor turned and both halted. "Come now, Ben. There's no need to act so formal."

Prince Ben nodded. "I owe you that respect as the king."

Victor shook his head. "I am your father first. I've been watching you, Benjamin and I've very happy with the progress you're making in both your studies and your fencing. You seem to be giving the tutors a nice thrashing."

Ben pointed to a bench and they both sat while the servants remained aloof in the area. "You've been watching me?"

Victor looked out towards the back of his castle. "I'm king as well as father. It's important to me that the kingdom be left in capable hands."

"You shouldn't worry about that." Ben replied.

"This, my son, is a great legacy and a great burden to you. That is why I know you are unhappy."

Ben's eyes widened. "No, Father. You've given me so much to be grateful for."

Victor smiled sadly. "All the tutors in the world can prepare you for running the place, but who will be there by your side to comfort you? I was lonely before I met your mother, Ben. Just as I imagine you must be now. There's no one to listen to you except for your valets, and they all kowtow about. That's why we're having this costume ball."

Ben decided that he no longer wanted to hide the truth. "Father, I hate these balls. They all just seem to want my money or a better place in the kingdom."

Victor shrugged. "As well they should my son. But, as I found out, you will know when you meet that one person. "

Ben grumbled slightly. "This ball won't be any different."

Victor's hand passed over Ben's shoulder. "My son, take heart. I've sent for every eligible person in the kingdom. If they don't exist here, then we'll just go on inviting until we've found them."

"What if they don't like costume balls either?" Ben wondered aloud.

Across the sprawling town, back in the simple farming house, Brian was scoffing at his stepson Michael. "You hate costume balls. You never know anyone and you always complain about the food and the gossip…what makes you think this one would be any different?"

Michael continued to trail Brian as his father continued to mostly ignore his arguments and sift through the same mail for several minutes. "But, I haven't gone to one of these in over a year! How often does the prince come out of hiding?"

Brian looked back in amusement. "Oh! That's why you want to go!"

"What?"

Brian met Mikey's slightly confused face. "Prince Ben. You want to go see the prince." Brian began to let out a little laugh while his stepdaughters cooled themselves on the shade of the porch. Justine and Teila reclined regally in their gawky features.

Justine yawned, her short blond hair gracing her pillow after a sip of Michael's famous rosehip tea. "Who wants to go see the prince?"

Teila smiled with her mocking tone, her thin lips extending slightly. "Mikey has a crush on the prince."

Michael tried to defend himself. "Oh yeah? And what would you know about it?"

Brian held up his hand before the quarrel began. "Children, children. I have a solution to the problem of whether Mikey should go or not."

Justine and Teila both reacted with shock. "What? You're not serious? He's not serious, is he?"

"Now, now. The solution is quite simple. We'll allow you to go because you've been quite good this past week. All I ask is that you make your costume in addition to our own and you finish all your chores."

Michael nodded. "Then let's shake on it."

Brian smiled deviously as Michael extended his hand. "Only if you're sure."

Michael looked into his stepfather's eyes. "I wouldn't shake if I weren't sure."

The next week ran by in a flurry of activity, as it always does when a big event is on the horizon. The entire town bought up every funny hat and every bolt of cloth in the kingdom and most of the kingdom next door. The people of the town were very fond of the royal family and loved any chance to see them. Prince Ben was especially hard to catch a glimpse of and it was a great honor to dance with him even for a moment. It was unheard of that he was still single, however rumors continued to persist that here at this ball his parents were looking for the best in possible matches for him.

The night of the ball arrived and Michael swore that he could feel his heart pounding in his chest. He had found an old trunk of clothing that hadn't been seen in many years and he worked tirelessly to make his monk outfit perfect. He didn't have the courage to shave his head; however he knew that he looked the part. Michael was proud of himself and the way that everything had worked this week for good. That was, until his sisters and father met him in the foyer a few moments before the vehicle arrived to take them to the costume ball.

"What on earth are you wearing?" Justine didn't even bother to hide a chuckle.

"I'm a monk." Michael defended his costume fiercely.

"Yeah, but what's your costume?" Teila replied as she took another sniff from the powder in her ring that made her face extra pale and lucid.

"Come, come girls. Michael's worked very hard on his…outfit and we shouldn't be so harsh." Brian walked over to Michael and then behind him. "And I must say that using my old garments was quite genius."

"Thank you." Michael replied.

"Now, you've managed to finish all the chores?"

"Dusted every rafter, repaired every buckle, sir." Michael stood taller.

Brian chuckled. "Yes, well, it's too bad that you've broken our agreement."

Michael's eyes became big and sadness welled in his throat. "What?"

Brian tilted his chin. "It's true. I didn't give you permission to break into my wardrobe and steal any of my garments, no matter how long it's been since I've worn them. Further, I've got a harness that has a buckle that was not mended properly. I checked myself a little earlier today. So, unfortunately, you can't go with us tonight."

Justine and Teila, clad in matching dresses that made them look like grotesque pink and green wedding cakes, smirked in victory. "Yeah."

"I can't believe you ever thought I'd let you meet Prince Ben. Prince Ben deserves so much better than a second rate servant and a third rate son." With that, Brian and his two daughters shut the door behind Michael. He could still hear echoes of laughter as he went out into the garden. Michael shivered and cried to himself. This wasn't the way it should have gone.

"Why are you crying, Michael?" The voice came from the shadows where his mother's statue stood.

"Mom?" Michael's voice cracked a little.

"Oh, sorry. It's a little dark back here." A tall man stepped from the shadows. He walked with a grace about him and a sense of style to every movement. His clothes were sheik and stylish, a phantom from one of Michael's sister's magazines. "That's better. As my uncle always used to say, there's no used standing in the dark when there are cows to be milked."

Michael blinked. "That doesn't make any sense."

"Yeah, well, my uncle was a little crazy anyways. Always made for interesting family gatherings though. So, young one, what's with all the crying and moping about when there's a ball this evening?"

Michael's head stooped down a bit into his chest. "I can't go to the ball."

"Why not, Michael? Aren't all the eligible young singles invited?" The stranger extended his arms toward the skyline.

"Yeah…how did you know my name?"

"Well, that's one easy. My fairy god mothering car doesn't just break down in front of any yahoo's house that walks on God's green earth."

"You're my fairy…"

The stranger giggled. "You might want to stop right there. I can hear my uncle rolling over in his grave. It's freezing in here, how about heading back indoors?"

Michael shook his head. "I don't mind the cold. It's better than the repression inside. So, what's your name?

"Oh, I'm sorry. I didn't introduce myself. I'm Claire-Day Jenkins." With this, Claire adjusted his wig a tiny bit.

"Your name is Claire?"

"What? Claire is a boy's name too. A not so popular boys name, but there you have it. My mom had a lovely sense of humor. Almost got always with making my middle name Leslie before Dad caught her. But we're not here to talk about my issues. From what I can tell, you've got issues all your own to deal with." Claire looked up and down at Michael's costume.

Michael raised his arms in exasperation. "What? Is it really that bad a costume?"

Claire pursed his lips. "No. It's just…not the right one."

"Well, I'm running a little late on time here…"

Claire's eyes lit up. "So you do want to go!"

Michael nodded. "Well, apparently, not in this outfit."

Claire sighed. "Honey, don't worry. Little know fun fact: I'm the one that made Oprah skinny the first three times. You won't be any challenge. Just need a bit of fairy magic to make it fabulous."

Impossible for a plain country bumpkin and a prince to join in marriage

Michael turned his head to the side, as if examining Claire. "What are you doing? Are you breaking out into song?"

Claire stopped in mid-pose. "Is that a problem? Cause if it is, I can just take all this musical magic elsewhere."

Michael shook his head. "No, it's not a problem. Just don't expect me to sing."

Claire shrugged. "That's alright. Those who can't sing just model."

Impossible for a plain golden pumpkin to become a golden carriage

And four white mice can never ever become horses

Such falderal and fiddle-dee-dee of course is

Claire went frolicking throughout the garden, magic trailing wherever he went. Michael followed, clearly amused but not prone to singing. Michael followed Claire all the way to the front of the house where his red convertible was parked.

Michael went to comment on the car, but Claire stopped him. "What? I can fly. But this is too cool to pass up."

For the world is made of zanies and fools

Who don't believe in sensible rules

And never believe what sensible people say

And since all of the dewy-eyed dolts keep building up impossible hopes

"Impossible things are happening everyday!" Michael chimed in, croaking a bit in his throat.

Claire stared at him. "Okay, we'll leave the singing to the professionals Hun. Now, give a spin. I can't do everything myself."

As he turned, Michael felt his body lift from the ground and his clothes began to melt and change together. He was the same height, same hair color, some cute and compressed Michael. But in the suit of his childhood hero, Captain Astro, he was a sight to behold. The mask weighed him down slightly and on his wrist was a watch that he'd never seen before.

"Why is the mask so heavy?"

"A style choice. Paper masks are so passé."

Michael crinkled his nose. "Is this mask made of black glass?"

"If there's one thing you'll learn from me," Claire chuckled," it's that the accessories always make the outfit. Oh, and there is one more thing."

Michael nodded. "Don't tell me. I lose all this gear at midnight."

"Midnight? Honey, I might be in bed by midnight but I'm never home before two. No, but the magic does wear out at two. If you're still at the ball, you'll be unmasked."

Michael's voice lowered in volume a little. "What if Prince Ben doesn't like me?"

Claire shook her head, taking Michael by the shoulder towards the corvette. "Then he doesn't know what he'd be missing. Look at me." Michael turned his gaze towards his fairy. "Most people don't know how to live. I don't want you to be that, Michael. You've got so much more inside of you than even you know. This bit of magic is just the beginning."

Michael crowed as the corvette sped towards the ball. But Ben was there and was already yawning an hour into the affair. He stood, surveying the guests in their finery as they made their small talk. He didn't have a desire to dance, to eat, or to make any sort of effort. But the king gave him a glance and he sighed as he went to mingle.

The men and the maidens were attractive for the most part. There was this pair of sisters that tried to throw themselves at Prince Ben, but he managed to evade them. He wore a lion costume that he was borrowing from a local troupe's production of the Wiz. He felt it rather appropriate and it kept him suitably warm while the balcony doors of the grand hall were flung open, silk purple curtains rustling in the breeze.

The song changed as Michael entered the room without his fairy godmother. He felt very small in that instant. The entire room turned toward Captain Astro, no conversation continuing for the beat of about three seconds. Michael heaved a sigh, almost wanting to turn and run away. He had nothing in common with anyone here and the King and Queen stared at him from their far thrones. But then he saw Brian and his two sisters. His cheeks flared and then he continued onwards down the stairs.

Brian hissed to Justine. "You're the town gossip. Find out who that masked stranger is." Justine nodded and began to move through the crowd.

Prince Ben was stunned by the stranger with the dark hair and compact yellow super suit. Conversations began again all around him while Prince Ben walked slowly, unaware of his feet. Michael grabbed one of the passing waiter trays of appetizers and stuffed a cracker in his mouth. The attention he received made Michael feel a bit starved and out of place.

"You're new to the kingdom," Prince Ben stated.

Michael choked down his cracker and dip. He bowed deeply toward the Prince, feeling his insides quiver slightly. "Forgive me, your highness, but I'm not as new to the kingdom as some would like to think."

Ben chuckled and cupped Michael's chin in his hand. "Very diplomatic, masked stranger. But you can tell me when you think I'm wrong about something. Is your mask made of glass?"

"An aesthetic choice by the designer."

Ben smirked, enjoying Michael's smile without being aware that he was. "And who was the designer?"

Michael mumbled. "You wouldn't believe me if I told you."

Prince Ben spoke softly, his parents both intrigued by the turn of events. Rarely did anyone captivate their son's attention or even make him laugh casually. King Victor turned to his wife and smiled warmly, then pointing to Woody the valet who waited in the wings. The king requested the valet eavesdrop and find out as much as possible about the masked man.

"You're bored." Michael said with a bit of delight in his voice.

"You don't have to sound so happy about it."

"How could you be yawning? I guess I could be a bit more talkative, couldn't I?" Michael was finding some kind of warmth and confidence in himself that Claire had known he possessed all along.

Ben looked a little horrified until he realized Michael was making a joke. "No, it's not you. It's just…can you imagine how many waltzes I do in a year? There's nothing special about any of this; not without you in my arms, anyway."

Woody gave a thumb up and a smile to the king. Could it be that Prince Ben was enjoying himself in the company of the masked stranger? Justine's brow continued to furrow. The well of information ran dry and the person of interest became less and less of a person and more and more of a myth as time grew.

"Well, might I suggest that we get some air?" Michael shrugged and he followed Ben towards the closest balcony. They leaned over the railing, Michael surveying the garden maze while Ben watched the inky horizon. "Look at all this."

"Yeah," Ben snorted, "all the responsibility and people always telling you yes when no is the right answer. All the fake smiles and endless hours of gossip."

Michael turned toward Ben, causing Ben to turn as well and lean upon the railing. "Well, at least the food is good, right?"

Ben nodded. "It's a pretty tomb, isn't it?"

Michael began to chuckle, causing Ben to examine him. "What is so funny?"

Michael shook his head. "It's nothing, really. It's just that you have this wonderful costume ball and all of this to look forward to each day. And you're examining yourself into an early grave."

"What would you do with it?"

Michael smiled warmly. "Do you really want to know?"

Ben nodded as he moved in closer. "Desperately."

Michael felt the charge in the air, a subtle change that made him slightly nervous. He turned away and Prince Ben grabbed his arm. They stood apart for a moment, linked by hands. Michael could see Ben's throat quivering. Impossible for a plain country bumpkin and a prince to join in marriage, Michael hummed softly. Michael then broke the tension that he felt. "Are you coming, Prince Ben?"

Ben followed Michael down to the real party, the real escape. The servants were mostly of Irish descent, a decent stock that knew a great tune and a great dance. Ben was only a few yards away from the masked ball and yet, he was a million miles away from all of the weight on his shoulders. He linked arms with a scullery maid during a circle dance, laughing infectiously with the servants. They weren't aware they were with Prince Ben, sharing bread and good music. That made it more memorable for the prince somehow, knowing that he'd be worth the friendship without the disguise of a princely ball.

Michael's watch softly chimed as they broke away from the group. Ben felt his hand move down towards the watch, examining it just briefly as his hand gripped Michael's hand. Michael could feel the blush rising in his cheeks, and, to some of his alarm, the sweat was causing the glass mask to slip slightly down his nose.

"Was it too much dancing for you?" The prince inquired.

"No. Why would you ask?"

Ben smiled. "You're the color of a beet salad…I wish I knew your name."

Michael's feet planted solidly back into reality. "No, sweet prince. You don't wish to know that about me. This costume, this world is all a fantasy."

"So what? It could be reality. If you'd just let me…" Ben moved his hand toward the glass mask. Michael shivered as Ben carefully reached behind the glass and began to pull the mask away.

Woody yelled from the balcony. "Your highness! The King and Queen request your presence!"

Ben looked away for just a moment and Michael covered his naked face. He wasn't ready for this; he didn't deserve someone like Ben. Even if Ben were a commoner, Michael could never deserve him. Ben turned back towards Michael, finding that the masked hero was running away.

"Wait!" Prince Ben called as Michael dove through the party of servants. But he had no chance of catching Michael. Michael had played here as a boy with other servants and knew every quick exit the place had. He ran as far as he could from the castle and the festivities and Ben's heart dropped as he stood there in the garden.

The colors of the world seemed to dim for Prince Ben as Michael disappeared. He felt vulnerable, naked, and very small. There was the weight of something in his hand that he didn't expect to be there. Michael had left his glass mask behind. Ben brought the accessory to his lips and gave it a brief kiss. "I'll find you, masked hero. I have to."

Ben and Michael couldn't have known that each was know in love with the other. Michael was able to dodge Brian and his sisters in the few days to come and somehow avoid finding himself in the midst of the masked stranger controversy. The world for him was also a bit bleaker. Each request by a sister or his step father was a further nail in his coffin. He felt exhausted on the inside, as much as Prince Ben did.

The Prince seemed to lose all heart for his studies and fencing. He would spend hours without sleeping or eating, only to remember after a time that he was still a prince. But his duties for any length of time were void while he held the mask.

Do I love you because you're wonderful?

Or are you wonderful because I love you?

Do I believe that I see in you something too good to be really true?

Are you the sweet invention of a lovers dream?

Or are you really as wonderful as you seem?

Michael worked in the garden harder than ever. His face was smudged with earth and dirt. He clung to his chores with a sort of wild animal passion that didn't go unnoticed by Brian. One hot afternoon while Prince Ben was nearly complete with his fruitless search for his masked stranger, Michael finally found the courage to say what he felt inside.

It began as Brian called to him from the kitchen. "Mikey! How's the garden this day?"

Michael turned, leaning on his farming tool. "It's growing well. We should prosper this season."

"Uh huh. Well, I just wanted to let you know that the laundry came today."

"Oh? Did you order me some new rags?" Michael muttered defiantly as he sweated and toiled about the garden.

Brian came out into the garden, shielding his eyes from the savage sun. "What was that, Mikey?"

"Nothing," he sighed. "Was everything accounted for or have you left that to me?"

Brian feigned shock. "Why, Mikey! Where is this new attitude of yours coming from? I'm not lazy. I can put away dry cleaning. Especially when one of the pieces is a Captain Astro costume."

Michael stood still, facing Brian as tall as he could stand. "Lots of people are fans of Captain Astro."

"And most of those costumes have masks. Did you think you wouldn't trip up, Michael?"

Michael snorted. "You pretend as if I care what you're talking about."

Brian grimaced, shaking his head. "Did you think you could make him love you, save yourself from years of toil that your slut of mother left you to?"

Michael turned the tines in Brian's direction. "I've taken a lot over the years from you. But the second you begin to curse mom is the moment that you no longer hold your life dear."

Brian backed away. "Alright, it's clear I've touched a nerve. But, just so you know, Prince Benjamin isn't the type to marry those who toil away in dirt all summer long like a wallowing pig."

Michael threw his farming tool on the ground with a sickening thud. "I've had enough."

He passed Brian and went running towards his room. Brian watched as he packed. "And where will you go? I own the estate and all of your belongings, including finances."

Michael spoke without hesitation. "I'm already a pauper. I couldn't live any worse than I currently am."

Brian grinned fiercely. "We'll see. When you're arrested for stealing an apple because you haven't eaten in two days then you'll come crawling back. And I'll let them lock you away."

Michael zipped his bag violently as he walked over the threshold of his room without turning. "That's fine with me. At least guards won't order me to do their dry cleaning."

"Arrivaderci Mikey." Brian held his arms wide as Michael slammed the door behind him. His anger was quelling and he stopped at the end of the driveway. He had gotten into Claire's car here and his entire world had been turned on its head. He was still dirty with the stains of the garden and the bruises of imposed hard work. Brian was right of course. How could anyone love a pauper?

Did I love you because you're beautiful?

Or were you beautiful because I loved you?

Were you the sweet invention of a lovers dream?

Or were you really as beautiful as you seem?

Michael began to walk down the road, away from the castle and the rest of town. He walked away from the memories, from Ben clutching at his hands or across him in a wild Irish jig. He walked away from his mother, saying a silent prayer that she might understand. Then Michael came upon a carriage broken down on the side of the road.

The servants were sweating and toiling away. Michael set down his bag and observed them for a moment. He walked toward them. "Here, let me help."

The closest servant nodded and they fixed the problem with teamwork. Michael shrugged as they servant told him that he wished he could give him a ride towards town.

"I'm not going that way," Michael replied.

"Yes, but…"

Michael returned to his bundle and began to walk away but the servant called after him. "Perhaps we could at least give you a royal coin."

Michael turned as he walked. "I've had quite enough of royalty to last me a lifetime, thank you."

"The good Prince Benjamin still wishes to extend his thanks, stranger." The voice called from the cab.

Prince Ben was even more handsome as he leapt down from the halted ivory carriage. His princely garments were of a midnight blue and his hair was coiffed. A gentle breeze blew between the pair. Michael's heart dropped in his chest. He turned to run again, but Ben was faster.

Someone wants you, you know who

"I'd know that run from anywhere."

Now you're living, there is music in you

Michael refused to turn, even with Ben's arm holding his elbow. "I'm nothing but a humble servant. I don't deserve to look at you with my rags and smudged face."

"And yet, you're fit enough to wear a glass mask to hide yourself from me? Please, turn around. I just want to see your face."

Now you're living, you know why

"Prince Ben, please don't soil yourself because of me."

Now there's nothing you won't try

Ben's firm and kind hand guided Michael's shoulder around towards him. "I've received better tutoring than the kings of the past would have known. I live in the finest tomb in the land and my balcony reaches out over the forests and dales of this kingdom. But I never knew anguish the way your leaving did. I've been searching for you."

Move a mountain, light the sky

Make a wish come true

"You've been searching for the idea of me, Prince. I've just left my entire life behind under my cruel step-father, who wouldn't have let me go to that ball or think me even worthy of a prince. What can I offer you, your highness?"

There is music in you

Ben shook his head. "You can start by calling me Ben."

Now you can go wherever you want to go

Michael stood still as Ben removed his ceremonial glove and began to wipe away the dirt and sweat from Michael's brow.

Now you can do whatever you want to do

A servant brought the glass mask from the carriage and Ben brought it to the level of Michael's eyes.

Now you can be whatever you want to be

"Don't run away again, please."

Now there's a song you can sing your whole life through

"I'm just a servant."

Move the mountain, light the sky

"No, Michael. You're the only one who's ever made me smile during a waltz. You're much more than that. You are my prince charming."

Make a wish come true

"How did you know my name Ben?"

"A lucky guess."

There, by the side of the road, Ben and Michael shared a kiss under the evening's setting sun. There was a taste of love in the air and all about them the world cheered. The subjects of the kingdom came to love Michael just as much as they ever cared for Ben, the son who finally found everything he'd ever wanted.

There is music in you