A densely packed crowd of men and women, all of them with pale skin and most of them wearing black, stand in a theater lobby beneath a mezzanine level that runs close to the top edge of the composition in this horizontal painting. Because the crowd spans the width of the composition, the first impression is of a mass of deep black stretching across the canvas. Slowly, individual faces and poses become evident. Five of the women wear black, oval masks that cover their eyes and noses, and one more mask has fallen onto the rust-red floor below. Two women, wearing bright white and colorful clothing, engage some of the men in conversation. A man cropped by the left edge of the painting wears the green, red, and gold costume and pointed cap of a court jester.
   Two gold and glass wall sconces hang on the cream-colored wall behind the crowd, one near each top corner. The space within the mezzanine level above is painted loosely so details are difficult to make out, but a pair of legs clad in black britches and white stockings seems to stand with ankles crossed at the top center. A leg wearing a red, high-heeled ankle boot dangles outside of the railing to the right. The brushstrokes are loose throughout. The artist’s signature appears on a piece of discarded paper on the floor near the lower right corner: “Manet.”

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   Manet came from a well–to–do family, and this painting provides a glimpse of the sophisticated Parisian world he loved. He was uncomfortable in the countryside, preferring instead the finery of the city. These elegant men and coquettish young women are attending a masked ball held each year during Lent. "Imagine," ran a description in the newspaper Figaro, "the opera house packed to the rafters, the boxes furnished out with all the pretty showgirls of Paris. . . . " There is little doubt about the risqué nature of the evening, where masked young women, likely respectable ladies concealing their identities, scantily clad members of the Parisian demimonde, and well–dressed young men all mingle together.

   Manet sketched the scene on site, but painted it over a period of months in his studio. He posed several of his friends—noted writers, artists, and musicians—and even included himself in the crowded scene. He is probably the bearded blond man at right who looks out toward the viewer. At his feet, a fallen dance card bears the painter's signature.

   At the edges of the horizontal painting—a format Manet used often—figures end abruptly. At top, legs dangle over a railing. In contrast to the self–contained compositions of academic art, we are instantly aware that we see only a part of the scene and that it extends beyond the picture frame.

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