Grandmother.
Come closer.
Take this
to your village...
and tell the people...
the day of their deliverance
is at hand.
Make way for
Prince Prospero!
Get back there!
According to my custom...
I have come here
personally...
to thank you for
the year's harvest...
To make sure we'll starve
on what is left.
And to invite you
to a feast...
to be held
in a fortnight...
when annually
I gather about me...
the nobles of
the countryside.
When you'll throw us
the scraps from your table...
as if we were dogs.
Exactly.
But these dogs
have a loud bark...
and show their teeth.
Why?
An old woman met
a holy man on the hill.
He made a prophecy.
He said the day of our
deliverance was at hand.
From your tyranny.
Well, then, shouldn't you be
on your knees to give thanks?
Garotte them.
No! I beg of you.
Mercy! Mercy!
Mercy in the name of...
The girl was addressing me.
What is your name?
Francesca.
What do you want
of me, Francesca?
Forgive them!
Forgive them!
That is not possible.
They have defied me.
If my hound
bites my hand...
after I have fed
and caressed him...
should I allow him
to go undisciplined?
Forgive them.
I beg of you.
How innocent you are.
However, I am disposed
to temper justice with mercy.
So I will leave it
up to you, Francesca.
One must die.
Which one?
One is my father.
The other,
the man I love.
You promised me
entertainment...
but I never
hoped for this.
Can such eyes ever
have known sin?
They will, Alfredo.
They will.
However, this is not
for your entertainment.
Even so, Francesca,
you must choose.
One will live,
one will die,
or both will die.
Silence that.
Well, choose, Francesca.
Which will die?
Choose.
Must I take care
of everything myself?
Well, what is it?
Look, sir. Look.
The Red Death.
That old woman
was told the prophecy?
- Yes.
- Did you touch her?
- No.
- Or you or you?
Take them
to the castle.
- I'll take the girl.
- No!
They may provide us...
with some
entertainment after all.
To your horses, friends.
Burn the village
to the ground.
Why do you burn
their homes?
Winter comes.
This is your day
of deliverance...
remember?
Come on, there.
Come on, hurry up.
Come on, quick.
Come on.
Over there.
Come on, then.
Come on.
Get moving, there.
Quickly, get along.
Come on.
Hurry up!
Couriers,
you are to go to
my intended guests...
to the Duke of Verga,
to Verona, Florence...
tell them that they
are to come here...
to my castle
without delay...
And if they wish
admittance...
to avoid the village
of Catania...
but to come at once.
You will wash.
In my own time.
The prince says
now is the time.
I will do nothing until I know
about Gino and my father.
Modesty,
but no humility.
Gino and my father,
where are they?
Why do you
hide yourself?
It's not right that
you should look at me.
You may go.
That cross you wear
around your neck...
is it only a decoration...
or are you a true
Christian believer?
Yes, I believe.
Truly.
Then I want you
to remove it at once...
and never to wear it
within this castle again.
This peasant girl,
is she always to be
bathed in my bedroom?
We'll find you
another room, Juliana.
Meanwhile, you will dress
the Lady Francesca
in one of your
finest gowns.
I don't...
Later,
you can instruct her...
in the ways
of the court.
Please, my father...
Oh, yes. Your father.
Your father
and your lover...
are being quartered...
in a warm
and safe place.
Now I must
join my guests.
You may think that...
you've impressed
the Prince Prospero,
but you can count on
little help from me.
You will do
as he told you.
Yes, as we all must do.
I will do what I must
to save my men.
But if they are killed...
I will die and so
will Prince Prospero.
Let me speak to you about
the anatomy of terror.
Terror?
What would you know
of terror, Alfredo?
Your senses
are much too blunt.
What is terror?
Come.
Silence.
Listen.
Is it to awaken and hear
the passing of time...
or is it the failing beat
of your own heart?
Or the footsteps of someone
who just a moment before...
was in your room?
But let us not
dwell on terror.
The knowledge of terror
is vouchsafed...
only to the precious few.
And now may I present
for your entertainment...
the dancers Esmeralda
and Hop Toad.
Wherever
did you find her?
Pretty toy, isn't she?
Delightful.
I wonder...
I'm sure you do,
Alfredo.
I'm sure you wonder
about every female...
in my household...
every one with the appearance
of innocence.
You seem to take
great pleasure...
in corrupting it.
I'm not corrupting
Alfredo, no.
Instructing.
If the wench were full-size,
she'd drown us all in wine.
Well, my first novelty
seems to have failed.
However, on the Sabbath
at midnight...
for your amusement...
there will be
a masquerade.
The wardrobes
of the castle...
are yours to use.
But I beg of you,
even for the humor of it,
do not wear red.
You go too far.
I am not without
influence and power.
Against the Red Death?
Yes.
Yes, it came
to the village.
Even now, it lays waste
to the countryside.
So you can count
yourselves fortunate...
that you are here
in this castle...
under the protection
of Prince Prospero.
May I present
the Lady Francesca?
Meanwhile, continue
with your merrymaking.
Act according
to your natures.
Senor Veronese...
you do little
but eat and swill...
and dream of other things.
How like a pig you are.
Be one.
You, Senor Lampredi...
you laugh at
this poor pig...
while you are small
and insignificant...
no more than a worm.
Can you be a worm,
Lampredi?
Senorita Escobar...
do you hear
how she laughs?
It is like nothing so much
as a braying jackass.
Be one.
You, Senor Rimini,
ride that jackass to market.
Giddyap!
As for the rest of you,
use your imaginations.
Show me the lives
and loves of the animals.
See if we cannot
make something...
more exotic of her
that will appeal to me.
Francesca?
My father imprisoned
a friend of his...
in this room for 3 years.
When he was released...
he could never again
bear to look at the sun...
or even a daffodil.
How cruel.
Cruel?
It was simply a test...
to prove how easily
a man's mind...
can be controlled
and twisted.
My family have always
been interested...
in such things.
Somewhere in
the human mind...
my dear Francesca...
is the key
to our existence.
My ancestors
tried to find it...
to open the door
that separates us...
from our creator.
You need no doors
to find God.
If you believe...
Believe?
If you believe,
my dear Francesca,
you are gullible.
Can you look
around this world...
and believe in the goodness
of a god who rules it?
Famine, pestilence,
war, disease, and death...
they rule this world.
There is also love
and life and hope.
Very little hope,
I assure you.
No.
If a god of love and light
ever did exist...
he is long since dead.
Someone...
something...
rules in his place.
No.
No, that room
is not open to you.
Not yet.
What's in there?
You look as though...
Is there something
to fear in that room?
For the uninvited,
there is much to fear.
This has been
a trying day for you.
You must sleep.
You must sleep.
Tomorrow you may see
Gino and your father.
Prince Prospero.
Why do you roam
the late night corridors?
Sleep eludes me.
You have disturbing
thoughts?
And you, Juliana...
what keeps you awake?
I think my
thoughts dwell...
on the same subject
as you...
the peasant girl.
She has a perfect faith.
So do I...
in you and in
what you believe.
I've been an eager student,
but I've held back
from the final ceremony.
And now I'm ready to join you
at the invocation.
How truly realistic
women are.
Finally you
are ready to dare...
the most terrible
rites and incantations...
to secure your
position here.
I wonder...
I wonder if she
is ready to dare...
as much or anything
for the sake of love.
Did I startle you,
my dear?
Watch.
Do you know how a falcon
is trained, my dear?
Her eyes are sewn shut.
Blinded temporarily,
she suffers the whims
of her god patiently...
until her will
is submerged...
and she learns to serve.
Thus your god taught
and blinded you with crosses.
You had me take off my cross
because it offended...
It offended no one.
My master and his followers
look about with open eyes.
No. It simply appeared to me
to be discourteous to...
to wear the symbol
of a deity long dead.
Your master?
Satan.
The lord of flies.
The fallen angel.
The devil.
Come.
Who seeks entrance
to Prince Prospero's castle?
Prospero's invited guests.
Open the gate at once.
It is the prince himself...
who speaks to you,
Scarlatti.
You are no longer
welcome here.
Really?
I know your whims, but...
The village is full
of the Red Death.
The Red Death.
Prince Prospero,
I beg you, allow us haven.
I beg sanctuary.
This is no church.
By any god...
in all the gods of time,
I beg you.
My wife...
you've always
thought her beautiful.
And you... you desired her.
I've watched
your eyes follow her.
This Scarlatti
thought of himself...
as a good man
in many things.
And he thought of his wife
as pure and unassailable.
I give her to you
to do with as you please.
I've already had
that doubtful pleasure.
Prince, spare me
the Red Death.
I beg you in the name
of friendship.
In the name of friendship!
No!
For you, friend.
Madam...
spare yourself
the Red Death.
Pick it up!
We've been ordered
to teach you the use of arms.
I will not learn
to fight my friend.
Now, don't be a fool.
One of you could survive.
If you fight well,
the living one...
might be given
his freedom.
To live like you?
Like one of
Prospero's pet dogs?
Kill me and Prospero
will see you dead...
for spoiling
his entertainment.
I won't kill you.
I'll just cut you a bit.
Stop them!
Gino knows nothing of fighting.
He learns rather fast.
It is a true fact...
that the greatest swordsman
in Italy...
would not fear
the second greatest...
but would fear the worst,
for that one
would be unpredictable.
Francesca!
Are you unharmed?
Yes, Gino. And you?
Scratches given
to taunt me to fight...
but I will not fight
my friend.
You may force me
to discipline you...
in some other way.
Do what you will.
We will not fight.
And I don't think...
you'll give us up
to simple torture.
Because if you did...
then in a way,
you would have lost.
You surprise me.
However,
I'm pleased to find
that you've given me
a puzzle to think about.
Somehow, you two
will challenge death together.
You may be certain
of that.
No. This way, my dear.
It would be better.
I understand.
Life is often ugly.
But to torture men!
Is this what
your master Satan...
demands as worship?
These cells are very old.
A hundred years ago,
an ancestor of mine...
was a Christian monk.
He was made examiner
of an early inquisition.
He tortured over 600 men,
women, and children...
in order to save
their souls...
for your god of love.
I cannot answer.
I have no learning.
But then is Satan
a god of hate?
Oh, no.
Of reality, of truth.
The world lives
in pain and despair...
but is at least
kept alive...
by a few dedicated men.
If we lost our power,
chaos would engulf everything.
Sometimes that power
must be used...
to teach harsh lessons.
But I don't
want to learn.
I'm afraid.
I do not want
to hurt you, my dear.
Can't you understand?
I want to help
save your soul...
so you can join me
in the glories of hell.
No! Never!
The way is not easy,
I know...
but I will take you
by the hand...
and lead you through
the cruel light...
into the velvet darkness.
Lord Satan...
he who is known as
Belial by the ancients...
demon lover,
of all those...
who wish to live
in your eternal night...
here in your hour
of deepest dark...
in your temple
and before your altar...
I twice bind myself
to thee:
As your handmaiden
and your betrothed.
And with this symbol
of your lasting victory...
I inscribe the final mark
and offer myself to thee.
Oh, Lord Satan,
send me a demon...
so I may know
I'm to be your wife.
What are you
lurking about for...
you grinning, twisted devil?
Not only am I afflicted
with this body...
but with sleeplessness
as well.
Losing your sleep because
of the tiny dancer?
She's nothing to me.
I prefer
a full-sized woman.
Do you, now?
How do you set about
getting such a woman?
My Master Prospero
provides me...
with companions
from time to time.
A good master.
Yes, I suppose so...
but I imagine
there are better.
You'd like to leave
Prospero's service?
I fear for the security
of his reign.
If I could find
a strong protector...
I might dare a change.
And what special service
have you to offer...
that might persuade
someone else...
to take you
under his protection?
All manner of things.
I've a crafty
and inventive mind.
Indeed?
For example?
The masquerade.
I would devise something
startling, novel...
something that
would be the talk...
of the entire revel.
Have you told Prospero
of this novel thing?
I fear the Prince
is much too austere.
Will you tell me?
Everyone will
dress as usual.
A harlequin,
a Chinese,
a soldier,
or a princess.
They will all
either be beautiful or humorous.
But all will be
obviously human.
I will come as a demon.
Why not come
as a great ape?
When the guests
are gathered...
you would enter...
arms swinging...
advancing toward
the screaming lady...
with lowered head
and grinning jaw.
It'll be more
than a costume.
It will be
a performance...
by the cleverest man
at the court.
Where would I get
such a disguise?
There is one... in the room
of stuffed animals.
Another toy Prince Prospero
never bothers with anymore.
I'm sure it's forgotten.
You really think it
would cause a sensation?
Oh, yes.
And there is
more to the game.
Oh, Juliana.
Thank god.
I thought...
Yes?
I don't know.
What's that?
Satan's mark.
Prospero did that to you?
No.
I did it to myself.
It marks me as one
of Satan's handmaidens.
Are you ill?
No.
It was a difficult ceremony.
Veils of ignorance
were lifted from my eyes.
And now there's only
1 more rite to perform...
and I will be
wed to Satan.
You've given away your soul.
Yes. Gladly.
Soon all the innocence
will be gone...
and then I will
have immortality...
and I shall have Prospero.
But I must be certain.
And if you were gone...
Gladly!
If there were a way.
Would you dare to leave
the safety of this castle?
There is no safety
for me here.
This key will unlock the cell.
The guard on the north wall
has been bribed.
Take your Gino
and your father and go.
But the guards...
The way through
to the dungeons?
You've been to the armory
and to the dungeons.
You must make your own way.
Now go. Quickly.
Gino?
Gino?
Gino.
Francesca.
How did you...
Juliana.
Quick, we must hurry
to the battlements.
The guard there
will help us.
I think I heard something.
Oh, sit down and play.
Guard.
Juliana betrayed us.
She betrayed me.
What can you want
of two men...
who've done you no harm?
They killed 3 of my guards.
Three human beings.
According to your faith,
they have sinned greatly.
And tomorrow at the feast
before the masque...
at least 1 of them must pay
for those sins.
Hear me.
Hear me!
Soon you will be
costuming yourselves...
for the masque.
A celebration,
my friends.
A celebration
of victory over death...
of evil over good.
Senor Scarlatti and his wife
will not be joining us.
He failed to obey my orders.
But because of me...
through my mediation
with my master...
the lord of flies...
you, all of you...
unworthy though
you may be...
will be safe
from the Red Death.
We promise you.
Unless, of course,
you incur our displeasure.
For some of you are guilty
of acts against us.
Acts of faith, perhaps.
And all of you,
I suspect...
still harbor some...
sacred thoughts.
But no more.
The fallen angel
will protect you.
And now for
a small entertainment.
Guards!
These 2 men are
true believers.
They believe in a god...
who preached
"love thy neighbor."
Therefore they refuse
to fight each other...
in order to save
one of their lives.
However, I have
devised a plan...
whereby each may have
the honor and glory...
of saving
the other's life.
There are 5 daggers here.
One of them is impregnated
with a poison...
that kills in 5 seconds.
Each man, in turn,
will cut his forearm.
Begin.
Would you not
lay down your life...
for your brother?
Next.
Five seconds.
Five seconds.
Five seconds.
Father!
The game was not
played properly...
so both will die.
- No.
- You're a madman.
And yet I will live
and you will die.
Where is your god now
in the hour of your need?
I will see Him...
in Paradise.
In the role of a martyr.
No. I will not
have you killed.
I will set you free instead.
Free to go back
to your village...
and the Red Death.
I beg you.
I am only giving him
a further glorious chance...
to test his faith, my dear.
Out.
I'll come back for you,
Francesca.
Somehow, I'll come back.
Prince Prospero,
let me go with him.
- You?
- Please.
You?
Oh, no, my dear.
I could not bear
to think of...
No.
You will go
to your rooms now...
and prepare
for the masque.
You will not appear
in your costumes until midnight.
Why do you follow me?
Bring Gino back, and...
I will do
whatever you wish.
You would destroy yourself
for him?
Yes.
You almost
cause me to doubt.
Prospero.
My prince.
I'm ready.
My son.
Tell me of it.
My god.
My god.
Who is your god?
The true one.
Yes.
Tell me.
I have sinned.
I have killed.
- For yourself?
- No.
Now I'm afraid.
- For yourself?
- For Francesca.
And for me.
I must go back for her,
but I don't know how.
What weapon can I use
against Prospero?
Love.
In the air,
through the trees...
I found myself
loving only myself.
I'm afraid of the town
where the Red Death walks.
I'm afraid of Prospero
in his castle.
I'm afraid.
I'm afraid.
I give you a sign.
What does it mean?
Mankind.
Won't this thing become
uncomfortably hot?
It will become
a little warm.
But it won't be for long.
After the unmasking...
you can take it off...
because the game
will be over.
True enough.
Get on with it.
Perfect.
Perfect.
See yourself.
Now crouch low.
And swing your arms.
Back, mighty animal.
I am your keeper...
brought from
deepest Africa...
to control
your great strength.
Back!
Back!
Where do you go?
The burial ground's
beyond the hill.
We go to the castle.
Why?
To beg forgiveness
of the prince.
Forgiveness?
For what?
For however
we have sinned.
You'll beg forgiveness
at the house of Satan himself?
Better than
the Red Death.
Stop. Stop!
My master...
Satan.
Prospero?
Prospero?
I am betrothed...
of the devil.
And I have seen the terrors.
Not all of them.
I have survived
my own sacrifice.
There is more.
And I am stronger
in the devil's favor...
than you are.
Together, on Earth,
we shall live as man and wife.
And when he calls us...
you will be Satan...
and I still your wife.
I have tasted
the beauties of terror.
Hush.
Listen.
The passing of time...
the beating of a heart...
the footstep of
an assassin.
Destiny.
I beg you,
do not mourn for Juliana.
We should celebrate.
She has just married
a friend of mine.
Let the masque begin!
Officer of the night watch.
Who are you?
All that is left of
the village of Catania.
Then go back to it.
We beg mercy of the lord
Prince Prospero.
Inform the prince.
It might amuse him.
Don't grovel to him.
Don't let him delight
in the destruction...
of your souls.
I wish to save our bodies.
The few left to us.
Do you expect any plea
to move his heart?
If we must die,
let's die like human beings.
You have not seen
the Red Death.
You've not seen
the dungeons of Prospero.
Don't be frightened.
Come with me.
This is Gino.
This is my child.
I must give her every chance.
Where does the rabbit run?
That one fears Prospero
more than the Red Death.
What do you want?
Mercy, great prince.
This is all that
is left of us...
and the winter...
it comes on
the freezing wind.
- There is no shelter.
- Dig a burrow...
as the fox
and rabbits do.
But the wells
and the streams...
they'll be frozen over.
There's no food.
Then store up nuts,
like the squirrels.
Mercy.
Give us the sanctuary
of the castle walls.
Give me an end
to your pleading.
Go back from
whence you came.
We will die.
If you refuse to go,
then... die here.
Archers.
But not the child.
It will perish anyway.
Not the child.
Fire.
Fire.
Gifts!
Gifts for everyone!
Diamonds, rubies, emeralds,
pearls for my friends!
For my guests!
Look at them.
Look at them
all scrambling...
like starving men
for a crust of bread.
All wealthy,
and all greedy for more.
I give you reason...
for real rejoicing,
my friends.
The only survivors
of the village...
have just come
to the castle walls.
Only 6.
The Red Death has claimed
the rest of them.
But as I promised you...
all of you within these walls
under my protection are safe.
So rejoice!
And the 6 who lived?
Dead.
But they demanded
to enter the castle.
You killed them.
It was a kindness,
my dear.
Can't you see that?
The Red Death brings pain
and terror and madness.
I spared them.
Tonight, after the masque...
I will initiate you
into understanding.
I don't know.
I don't know.
Gently, my son.
Remain here.
Shortly after
the stroke of 1:00...
I will send
Francesca to you.
I must get to her now.
You have recovered
your courage.
Now prove your wisdom.
There is nothing
you can do.
There are too many.
Wait, as I tell you.
The guards
will discover me.
Look there.
Yes?
Oh.
Forgive me
for startling you.
It's only Hop Toad...
made more ugly
than even he is.
You're not ugly to me.
I've come to tell you...
that there's no need
for you to appear...
at the masque tonight.
I don't understand.
My plans are made.
If you will trust me
and believe in me...
we'll leave this
monstrous castle tonight.
Do we dare?
The Red Death...
It can be no worse
than life here.
Believe in me.
I do believe in you.
Have a warm cloak
and be ready.
The game is almost over.
Have no fear!
I can control this monster.
He only wants a game.
He is too playful.
I will tie him up
and make him helpless.
Help!
Help!
Let me down,
you fiendish dwarf!
Let me down!
Better let me down.
Look, my dear,
I believe Hop Toad
is playing...
some sort of a joke
on Alfredo.
I will set you
to tortures unimagined!
You have already
tortured...
by your cruelty
to my Esmeralda.
Hold this!
The great African ape
says he wants some brandy.
Let me down.
Let me down!
Help! Help!
Help! Let me down!
Help! Help! Let me down!
I see you no longer
turn away...
from the cruelties of life.
I no longer care.
My life is done.
What's left
I give to you tonight.
Guards, clear that
out of the way.
How can my guests...
be expected to
dance around that?
And when you find Hop Toad...
give him 5 pieces
of gold as a reward...
for his entertaining jest.
You've pleased me
very much, my dear.
What was that?
What is it?
A costume
I haven't seen before.
Someone wearing red.
And I forbade them
to wear red.
Come.
There he is again.
Come.
Wait! Wait!
Wait!
I command you to wait!
Prospero.
Prospero.
You command me to wait?
Very well.
I wait.
Condotti?
Rimini?
Who are you
beneath your mask?
Is my costume
such a disguise...
that you don't
recognize me?
Your voice is familiar.
Dr. Bernelli,
that's who you are.
Bernelli, you dog,
thinking to...
You are not Bernelli.
No.
The doctor dances
in the white room.
But I passed close by him.
Truly, Prospero,
you don't know me?
So you've come.
Yes, Prospero.
On your knees.
- Prospero!
- On your knees.
The Prince of Darkness.
I would like to
see your face.
There is no face
of death...
until the moment
of your own death.
And I am only 1
of many messengers.
Who do you come for?
Many.
All?
Not all.
I knew I was right.
I knew it.
I've won.
The time of unmasking.
They begin to show
their naked faces.
It's time for
a new dance to begin...
The dance of death.
Our master
will be pleased.
I brought all of
these souls to him.
I taught them his worship.
I corrupted them for him.
I knew he was supreme
when no one else did.
I built a chapel to Satan,
and I prayed to him,
and I made
a pact with him.
And these,
all of my friends,
I promised them safety.
You presumed too much.
I know. I know.
But it does make
a fine jest...
the kind of jest
that would amuse Satan.
Would it?
Your Excellency...
this girl...
in all my life...
I've never met anyone
whose faith rivaled mine.
Spare her to me.
A charitable request?
A rare thing with you,
Prospero.
Go to the battlements.
Go now.
Yes, Francesca.
Yes, go,
and I will join you...
when this is over.
Thank you,
your Excellency...
for the girl.
I have no title.
Why do you
call me Excellency?
Well, I thought as
the ambassador of Satan...
He is not my master.
Death has no master.
But Satan rules the universe.
I made a pact with him.
He does not rule alone.
And your pact with him
will not save you.
There is no other god.
Satan killed him.
Each man creates
his own god for himself...
his own heaven,
his own hell.
Let me see your face.
Your hell,
Prince Prospero...
and the moment
of your death.
No.
No!
No!
Why should you
be afraid to die?
Your soul has been dead
for a long time.
Morning, brother.
You've come far?
From Cathay and beyond.
100,000 perished
at my passing...
this last night.
This eternity
of wandering...
10,000 sleep
where I walked.
I am very tired.
The weariness of those...
to whom we bring rest
burdens you.
What of you, brother?
I called many...
peasant and prince...
the worthy
and the dishonored.
Six only are left...
young man and woman...
dwarf and tiny dancer...
this child...
and an old man still
in the village.
Sic transit gloria mundi.