Prince Prospero is waiting on his friends to get into his castle to get them away from the Red Death. He is having a Masquerade Ball and all of his friends that he has brought to his castle are all dressed up and fancy and having a good time.
Everyone is having a good time at the ball and all of a sudden they hear a loud clock chiming and everyone stops what they are doing and they look around at each other sort of in a confused look until the chiming is over. After the chiming is over they go back to what they are doing.
There is a guest that was acting strange and the price sees him. The prince thinks that the tall masked figure is making fun of what he is doing. So the prince wants to get rid of him so he tries to send his guards but they wont go so, Prince Prospero goes by himself and pulls his dagger out and tries to kill the masked figure that is dressed as the Red Death.
The uninvited guest fought with the prince until finally he killed the prince with the dagger that he had. The uninvited guest was dressed as the "Red Death".
The "Red Death has killed everyone who was in the castle and now there is no one left.