Disclaimer: Spider-Man characters are property of Marvel. Phantom of the Opera themes belong to LeRoux.

Author's Note: One of the most famous scenes in Phantom is the masquerade, and I knew that I'd have to work something like that in here, somehow, because it would just be too much fun not to do. And this chapter's going to jump around a bit, time-wise. It takes place over the span of a week, and I couldn't really think of any other way I could do it. There might be a slight delay in the next chapter of Moonlight Becomes You, just to warn you all – I've hit a wall, and I'm working through it.

Musique de la Nuit

Ten – Masks

Curt hadn't been able to sleep well since his encounter with Otto. Their conversation had been friendly enough, but Curt couldn't help fearing that Otto would have a change of heart and destroy the one person who knew he lived… Or maybe Otto would have been sighted and the police would get wind of the fact that Doctor Octopus still lived and come after him, and Otto would blame Curt and come after him… He didn't know what Otto's state of mind was like. The scientist could do anything.

He'd seriously considered telling the police where Otto was hiding. Not to hurt his friend; he didn't want to see Otto harmed, even after all the other man had done. They could give him the help he needed, give him the chance to lead a normal life. Or as close to normal as it could get. Otto would never have what he'd had before the accident. But maybe, if Curt told the police, he could then tell Rosie…

But no… He couldn't do that to Otto. If he turned his friend over to the police, Otto would undergo a painful, possibly crippling operation that might ruin him mentally as well as physically, if Rosie was right about the mental link between Otto and the actuators. And then he'd be tried, with the result of either being found guilty and sent to prison, or be found to be insane and end up in a mental institute. If he was ever released, he'd be a changed man, broken, ruined. And Curt just couldn't do that to his friend.

He'd managed to dissuade himself out of one course of action, but he was still warring with himself over the other. Otto had pleaded with him not to, but could he tell Rosie? Should he? He'd been friends with her for almost as long as he'd been friends with Otto. He knew her almost as well as he knew his own wife. She wouldn't care how badly her husband was physically scarred, no matter what Otto thought. She'd just be happy to see him! Was there another reason that Otto didn't want Rosie to know? Maybe he was afraid of hurting her. Or maybe there was something more… Curt groaned and ran his fingers through his hair. He didn't need this! He should just tell Rosie, let her worry about this. Then there'd be no more sleepless nights.

Curt still hadn't made up his mind when the door before him opened. He'd cancelled his class for the day, a move certain to endear him to his students because it delayed their first exam, and had decided to drop in on Rosie. He'd hoped to have decided what he was going to do before he was in the woman's presence, but the internal debate was still raging. The sight of the housekeeper standing in the doorway startled Curt; he'd thought Rosie would be home alone. This would make things more awkward. The woman eyed him curiously, and Curt quickly introduced himself and asked to see Rosie. The housekeeper nodded and beckoned him inside.

Once Curt crossed the threshold, he froze. He'd known that Rosie's brother Michael was rich, but he'd never actually met the man, much less been in his home, and the spacious interior with its expensive décor floored him. Wow… It was beautiful, but it lacked the comfortable atmosphere that Rosie and Otto's home had had. Curt was afraid to breathe, lest he somehow sully some valuable piece of art. No wonder she seemed frantic to escape. Living here would drive anyone nuts.

"Curt!" Rosie's voice was welcoming; the only warmth in the museum-like environment. The housekeeper had vanished off to do who-knew-whatever task required her attention, leaving the two of them alone. "What are you doing here?"

Curt glanced around. "I don't know," he said weakly. "Feeling hopelessly out of place. I didn't know you lived in a place like this!"

"Don't worry. I feel hopelessly out of place, too," she told him. "Why don't you come into the den; I think we'll be more comfortable there." She led him into a small room out of the way, one which was furnished with worn leather chairs and had walls lined with book shelves. It looked exactly how one was supposed to imagine a den to look. Curt immediately felt better. He smiled slightly as he wondered how Otto had felt in a place like this… Family visits must have been nerve-racking for him.

"Want anything? Tea? Coffee?" Rosie asked. Curt shook his head and mumbled a thanks. "So, what brings you here? Don't you have a class today?" Rosie sank into the chair across from him.

He wasn't ready to tell her the truth yet. "I had an appointment earlier, and I didn't feel like facing my students. So I thought I'd see how you're doing. Is everything all right, Rosie? How are things with your brother?" This wasn't a lie; he genuinely was concerned for her. When they'd last spoken, she'd been so furious with her brother, she hadn't stopped shaking throughout the entire meal. "If you'd like, you could come stay with us until you work things out. Martha said she'd love to have you."

Rosie sighed. "It's all right. I… I understand why he did it. I just wish he hadn't waited to tell me, waited until I found out on my own…" She grimaced. "He's trying to make it up to me. He offered to hold a big party and invite friends and family to show everyone that I'm alive. It's his idea of a way to make it up to me. Some gesture, huh?"

"A party?" Curt asked. "Not what I'd do, but it could be fun. It'd be an excuse to avoid your brother and be with your friends."

"You don't know Michael's idea of a party. It wouldn't just be a few friends with beer and pizza – Michael can afford to hire musicians and gourmet foods. You know, ice sculptures, swans made out of sugar, et cetera. Think a small-scale royal ball."

Curt's eyes widened, partly from surprise, and partly from the thought that had just occurred to him. "I can't imagine going to something like that. I'd feel even more out of place than I do now."

"Tell me about it," she said. "It wouldn't just be my friends, Michael's would be there, too. My friends tend to be academic, his wear suits that cost more than most academics make in a year. The party's atmosphere would be uncomfortable, at best."

It was the perfect opening, and Curt seized it. "Unless it was a masquerade," he suggested slowly, as if the thought had just come to him. "If everyone was in costume, no one would be able to differentiate the academics from the businessmen – until they spoke, of course." Better yet, no one would be able to pick out the criminal among them. If Otto were there, if he could see Rosie, he might decide on his own to reveal himself to her, saving Curt the trouble of betraying his friend.

"A masquerade?" Rosie's eyes lit up at the thought. "I haven't been to one of those since Norman Osborn threw one and invited Otto." She chuckled at the memory. "It might be fun," she said a little wistfully. "Would you come?"

A masquerade wasn't Curt's idea of fun, especially not with so many of New York's prominent businessmen attending, but there was a pleading look in Rosie's eyes. She wanted him there for moral support. "Of course. I wouldn't miss it."

"Great," she smiled. "Maybe I will enjoy this, after all."

Curt smiled inwardly. You have no idea, he thought.

XXX

Why do I do this to myself? Otto was sprawled across the couch, blind eyes staring into blackness as he relived the events of the night before. He'd taken risks, and had almost gotten caught. He'd been lucky Rosie had thought everything to be a dream. What if she hadn't? What if she'd recognized him? What if she'd taken off his mask and seen what was beneath? He agonized over his foolishness. Why couldn't he let her go? Why?

Because he had no will power when it came to temptation. He never had been good at denying his cravings; if it weren't for long stretches of working in the lab with no thought for food or drink, he'd never have been able to keep his weight down. And Rosie was a craving he didn't want to deny. He could no more keep away from her than he could deny himself food or water or air. He'd continue to watch her, be her guardian angel looking after her from afar. Only from afar; he couldn't take the risk of seeing her again. He only hoped he could keep his vow.

The phone rang, its shrill sound startling Otto. No one had called since he'd moved back into his home, not even a soliciter – which was a good thing for them, because if someone had dared to call to offer him better long distance service, Otto would have hunted the unfortunate salesperson down and eviscerated them. He slowly got to his feet and felt his way across the room to where the phone was mounted on the wall. He didn't answer it, however, choosing instead to let the answering machine pick it up. An emotionless electronic female voice sounded after the fourth ring, asking the caller to leave a message at the tone. There was silence, and then, "Otto? Are you there? It's Curt."

Otto had almost forgotten he'd spoken with his friend. Wondering what the other wanted, he reached for the phone, accidentally reaching too far and knocking it off the cradle to the floor. He groped around until he found it, hit the speak button and said shortly, "I'm here."

"I have a way for you to see Rosie," he said, completely oblivious of Otto's decision only a few moments earlier. "Her brother is holding a masquerade a week from Friday. Everyone will be wearing masks. You could get quite close to her, talk to her, even, and they'd be none the wiser."

"I'll think about it." That was a lie; Otto didn't even have to consider it. Of course he'd attend. He was about to hang up on the other man, but felt he owed it to Curt to at least pay him the courtesy of a thank you. "I appreciate your telling me," he said. And I'm sorry for dragging you into my sorry excuse for a life. He should never have involved his friend. He placed the phone back on the cradle before Curt could say any more. As much as he yearned to maintain ties with his previous life, he wouldn't endanger Curt any more than he had to. As much as it hurt, it was better he sever their friendship.

A masquerade, huh? He'd have to find a costume, one elegant enough to fit in with the rest of the guests, but all-concealing, as well. He couldn't go in his trenchcoat and usual mask. Rosie would recognize him instantly as her night-time visitor, and perhaps even recognize him for himself, as well. Worse, because of that damned Bugle article about the 'Phantom of New York,' others might recognize him as well. One of the actuators curled over his shoulder, and Otto stroked it thoughtfully. He had an idea…

XXX

The next week seemed to fly as Rosie prepared for the masquerade. The more she thought about it, the more excited she became. It distracted her from the mystery of the rose in her hair after her dream. Better, planning the party with Michael and Lucy helped mend the rift between them. She was still angry with her brother, but she was moving towards acceptance.

By the time Friday rolled around, her relationship with her brother was almost back to normal, though there were wounds that would never fully heal. But Rose resolved not to let anything bother her as seven o'clock rolled around and the guests began to arrive. The live orchestra Michael had hired began to play, filling the penthouse with soft music. The largest room had been cleared for dancing, and people began to fill the space. Rosie longed to join them, but she didn't have anyone to dance with. Curt would probably oblige her, but she didn't want to keep him from Martha.

A masquerade was very different from the costume parties that were common around Halloween. At a costume party, guests would dress in costumes that realistically – or as realistically as cheap plastic masks allowed - emulated fantastic creatures or people from other time periods like pirates or knights. At a masquerade, costumes were markedly different. The outfits tended to be elaborate period pieces, all puffy sleeves and lace, or frills, or hose, with masks that were meant to conceal the face rather than to imitate something else. Oh, there were some that had themes, but more abstract, like the woman in the pale dress with delicate wings and a beaked mask to imitate a swan, or the man whose colorful clothing and patterned mask suggested a clown. Or a fool. Rosie hadn't decided which. She was particularly amused by the Connors' costumes: Martha had dressed as royalty, complete with a fake crown, and Curt had an outfit that was patterned with emerald scales, a set of small wings, and a horned mask. A damsel and a dragon… Apparently, the herpetologist had thought it would be more appropriate to come as a giant lizard than as Martha's knight.

Rosie had chosen her own costume for the irony: She wore a sheer white dress of gleaming cloth, and feathered wings spread out behind her. A halo was attached to the silver mask she wore. Most of the people who'd been here had thought that Rosie was an angel. It had been heartwarming to see how many of her friends were happy to see her alive.

She was talking to a cousin her brother had flown in from San Francisco, a woman who was repeatedly expressing her condolences and admonishing Rosie for not alerting her family to the fact that she wasn't dead sooner, when a hush came over the crowd. Rosie glanced around, wondering just who had caught everyone's attention. When she caught sight of him, she wondered how she could have missed him. Who is that? she wondered.

Death had come to the masquerade…

To Be Continued…

I can't wait for the next chapter… Yesssss… I'm finally getting to where I want to be!